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Filed
Bright Scholar Education Holdings Ltd

Completion of Going-Private Merger; ADS/Share cancellations and delisting request

6-KStrategic TransactionneutralImpact65

Filing Brief

Bright Scholar completed a going-private merger for US$2.30 per ADS (US$0.575 per Share) and requested NYSE delisting and deregistration

Summary

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Bright Scholar has completed the previously announced merger, under which outstanding ADSs were cancelled for US$2.30 per ADS (less US$5.00 per 100 ADSs cancellation fee) and ordinary Shares were cancelled for US$0.575 per Share. The Company terminated its equity incentive plans and cash‑settled vested options per the Merger Agreement formula; unvested options and options with exercise price at or above US$0.575 were cancelled for no consideration. Bright Scholar became a wholly owned subsidiary of Excellence Education Investment Limited and requested NYSE trading suspension on December 16, 2025, asking the NYSE to file Form 25 and planning to file Form 15 to seek deregistration and suspension of SEC reporting, which will substantially reduce public liquidity and reporting transparency

Score65

Score Rationale

neutral

Completed cash buyout delivers consideration but ends public trading, materially reducing liquidity and reporting access for investors.

Key Evidence

  • Press release: merger completed; each ADS cancelled for US$2.30 and each Share for US$0.575
  • Press release: Company requested NYSE trading suspension Dec 16, 2025 and requested filing of Form 25; Form 15 planned
  • Press release: Company became wholly owned subsidiary of Excellence Education Investment Limited; equity plans terminated

What To Watch Next

  1. NYSE/Form 25 delisting filing and SEC processing (deregistration effective ~90 days after Form 25)
  2. Company filing of Form 15, expected approximately 10 days after Form 25, to suspend reporting obligations
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education services Market Context

Sectoreducation services
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Original Filing Text

SEC filing text preserved from the raw item store.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of December 2025

 

Commission File Number: 001-38077

 

Bright Scholar Education Holdings Limited

 

SUITES 6-7 THE TURVILL BUILDING OLD SWISS, 149 CHERRY HINTON ROAD

CAMBRIDGE, ENGLAND, CB1 7BX, UNITED KINGDOM

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F ☒ Form 40-F ☐

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Bright Scholar Education Holdings Limited
     
Date: December 16, 2025 By: /s/ Hui Zhang
  Name: Hui Zhang
  Title: Chief Financial Officer

 

1

 

EXHIBIT INDEX

 

Exhibit No.   Description
Exhibit 99.1   Press Release - Bright Scholar Announces Completion of Going Private Transaction

 

 

2