DFAN14A 1 d272946ddfan14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN

PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant  ¨                            

Filed by a Party other than the Registrant  þ

Check the appropriate box:

 

¨   Preliminary Proxy Statement
¨   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨   Definitive Proxy Statement
þ   Definitive Additional Materials
¨   Soliciting Material Pursuant to §240.14a-12

CHINACAST EDUCATION CORPORATION
(Name of Registrant as Specified in its Charter)

NED SHERWOOD

ZS EDU L.P.

ZS EDU GP LLC

ROBERT HORNE

DEREK FENG

DANIEL TSEUNG

(Name of Person(s) Filing Proxy Statement, if Other Than Registrant)
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On December 27, 2011, Ned Sherwood issued a press release announcing the issuance of a letter to stockholders relating to ChinaCast Education Corporation (“ChinaCast”). Also on December 27, 2011, Mr. Sherwood disseminated an investor presentation relating to ChinaCast. The press release, the letter to stockholders and the investor presentation are attached hereto as Exhibits 1, 2 and 3, respectively.

Important Information

SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE “SEC”) AND OTHER DOCUMENTS RELATED TO THE SOLICITATION OF PROXIES BY NED SHERWOOD, ZS EDU L.P., ZS EDU GP LLC, ROBERT HORNE AND THE NOMINEES FROM THE STOCKHOLDERS OF CHINACAST EDUCATION CORPORATION (THE “ISSUER”) FOR USE AT THE ISSUER’S ANNUAL MEETING BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. INVESTORS CAN GET THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT DOCUMENTS, AT NO CHARGE AT THE SEC’S WEBSITE AT HTTP://WWW.SEC.GOV.

Exhibits:

Exhibit 1: Press Release

Exhibit 2: Letter to Stockholders

Exhibit 3: Investor Presentation