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Cloopen Enters into Definitive Merger Agreement for Going-Private Transaction

Cloopen Group Holding Limited (OTC: RAASY) ("Cloopen" or the "Company") today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with SpringX Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands ("Parent"), AutumnX Holdings Limited ("HoldCo"), an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of HoldCo, pursuant to w

articleDmall Inc.May 12, 20268/company/dmall-inc/news/cloopen-enters-into-definitive-merger-agreement-for-going-private-transaction
Cloopen Enters into Definitive Merger Agreement for Going-Private Transaction

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[{"type":"text","content":"BEIJING, May 12, 2026 /PRNewswire/ -- Cloopen Group Holding Limited (OTC: RAASY) ("Cloopen" or the "Company") today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with SpringX Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands ("Parent"), AutumnX Holdings Limited ("HoldCo"), an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of HoldCo, pursuant to which the Company will be owned by a consortium consisting of Mr. Changxun Sun, the Company's founder and chief executive officer, Cloopen Co., Ltd. (a wholly-owned subsidiary of  Mr. Changxun Sun), Trustbridge Partners VII, L.P., Trustbridge Partners V, L.P., Retail Technology Asia Limited (a wholly-owned subsidiary of Dmall Inc., HKEX: 2586), Novo Investment HK Limited, Image Frame Investment (HK) Limited, Parantoux Vintage PE Ltd., and Flawless Success Limited (collectively, the "Buyer Group") in a transaction implying an equity value of the Company of approximately US$162.89 million.","length":1205,"tagName":"p"},{"type":"text","content":"Subject to the terms and conditions of the Merger Agreement, the Merger Sub will merge with and into the Company through a merger in accordance with Part 16 of the Companies Act (As Revised) of the Cayman Islands (the "Merger"), with the Company surviving the Merger as the surviving company and becoming a wholly-owned subsidiary of HoldCo as a result of the Merger.","length":387,"tagName":"p"},{"type":"text","content":"The members of the Buyer Group currently beneficially own, in the aggregate, approximately 28.42% of all the issued and outstanding shares, representing approximately 57.25% of the aggregate voting power of the Company. HoldCo and certain Buyer Group members have entered into support agreements, pursuant to which such Buyer Group members and their affiliates have agreed to (i) vote their shares in favor of the authorization and approval of the Merger Agreement, the Merger and related matters, and (ii) subscribe for or otherwise receive shares of HoldCo at or immediately prior to the closing of the Merger in consideration for, and to receive no cash con...

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Merger AgreementCloopen Group Holding LimitedThe Companythe MergerCompanyMergerBuyer Group