Core Viewpoint - The company has decided to terminate the issuance of shares and cash payment for asset acquisition and related fundraising due to significant issues arising from the transaction partner's legal disputes, which have impacted the feasibility of the deal [1][2][4]. Group 1: Transaction Overview - The company intended to issue shares and pay cash to acquire all shares of Hangzhou Bicheng Digital Technology Co., Ltd. and raise supporting funds [1]. - The company had engaged various intermediaries for due diligence, auditing, and legal advice during the transaction process [1][2]. Group 2: Reasons for Termination - The termination was prompted by a legal dispute involving the transaction partner, Hangzhou Chengxiang Enterprise Management Partnership, which resulted in the freezing of 10.51 million shares of the target company [2][4]. - The frozen shares, held by a significant shareholder and performance guarantor, posed a substantial risk to the transaction's compliance with regulatory requirements [2][3]. Group 3: Decision-Making Process - The decision to terminate the transaction was made after thorough discussions and was approved by the company's board of directors and independent directors [3][4]. - The company will not require shareholder approval for the termination as it falls under the authority granted by the previous shareholder meeting [4]. Group 4: Impact of Termination - The termination of the asset restructuring is not expected to adversely affect the company's operational and financial status, and it is believed that the interests of the company and minority shareholders will not be harmed [4][5]. - The company has committed to not planning any major asset restructuring for one month following the announcement of the termination [5]. Group 5: Future Actions - The company will hold an investor briefing on September 1, 2025, to address investor concerns and provide updates on the termination [5].
梦网科技: 关于终止发行股份及支付现金购买资产并募集配套资金暨关联交易事项的公告