DL [China Distance Education] SC 13D/A: December 24, 2014 Bertelsmann Asia Investments AG Attn:
[December 24, 2014 Bertelsmann Asia Investments AG Attn: Rose-Marie Mülli, Bertelsmann Asia Investments AG RE: Extension of Promissory Note dated December 7, 2011 Dear Ms. Mülli: Letter Agreement Effective Date Note CST CEH Makers Holder (a) the Promissory Note dated December 7, 2011 (the Company ADS Transaction Documents The purpose of this Letter Agreement is to: (a) extend the] [AMENDMENT NO. 1 TO PROMISSORY NOTE Amendment Note CST Makers Holder 1. In the first paragraph of the Note, the Maturity Date (as defined in the Note) shall be extended from November 29, 2014 to November 29, 2015. 2. In the second paragraph of the Note, the sentence [t]his Note is non-interest bearing shall be deleted and replaced with the] [AMENDMENT NO. 1 TO DEED Amendment Effective Date Deed Champion Shine Chargors Makers Secured Party BAI Holder ADSs Stock Certificates Transfer Instructions Conversion Instructions (a) The definition of Charged Shares in Section 1.1 of the Deed shall be amended to include 48,805,569 Shares originally charged to the Secured Party (which, following the conversion, shall be represented by 12,201,392 American Depository] [AMENDMENT NO. 1 TO LETTER AGREEMENT DATED OCTOBER 26, 2011 Amendment Effective Date 2011 Letter Zhu Yin Shareholders BAI Holder Secured Party ADSs Stock Certificates Transfer Instructions Conversion Instructions 1. The definition of Charged Shares in Section 1.1 of the Deed (as defined in the 2011 Letter) shall be amended to include 48,805,569 Shares originally charged to BAI (which, following] [CUSIP No. 16944W104 1. Names of Reporting Persons. Zhengdong Zhu 2. Check the Appropriate Box if a Member of a Group (See Instructions) ¨ x (a) 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. ¨]