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Cango Inc. Announces Results of Second Extraordinary General Meeting
Prnewswire· 2025-07-17 10:34
Core Viewpoint - Cango Inc. successfully passed all resolutions at its extraordinary general meeting, enabling significant corporate actions including a secondary share sale and an increase in authorized share capital [1][2]. Group 1: Shareholder Meeting Outcomes - All resolutions presented at the extraordinary general meeting were approved with no less than 99.3% of total votes cast in favor, and at least 81% of non-affiliate shareholders supporting each resolution [1]. - The approved resolutions include the execution of a Securities Purchase Agreement for the secondary sale of 10 million Class B ordinary shares for US$70 million [2]. Group 2: Corporate Actions - The resolutions authorize the repurchase of automatically converted Class A ordinary shares and the issuance of an equivalent number of Class B ordinary shares [2]. - Shareholders also approved an increase in the Company's authorized share capital to support future financing and corporate needs [2]. Group 3: Future Steps - The Company plans to file the Fourth Amended and Restated Memorandum and Articles of Association with the Cayman Islands Registrar following the meeting [3]. - The closing of the secondary sale is anticipated around July 22, 2025, subject to customary closing conditions [3]. Group 4: Company Overview - Cango Inc. is primarily engaged in the Bitcoin mining business, with operations across North America, the Middle East, South America, and East Africa [5]. - The Company entered the crypto asset space in November 2024, driven by advancements in blockchain technology and the growing adoption of digital assets [5]. - Cango also operates an online international used car export business through AutoCango.com, facilitating access to high-quality vehicle inventory from China [5].
Cango Inc. Announces Closing of Share-Settled Crypto Mining Assets Acquisitions
Prnewswire· 2025-06-27 10:30
Core Viewpoint - Cango Inc. has successfully completed the acquisition of on-rack crypto mining machines with a total hashrate of 18 Exahash per second, issuing 146,670,925 Class A ordinary shares to the sellers as part of the Share-Settled Transactions [1][2]. Group 1: Acquisition Details - The On-Rack Sales and Purchase Agreement for the Share-Settled Transactions was signed on November 6, 2024, with several amendments made leading up to the closing on June 27, 2025 [2]. - All closing conditions for the Share-Settled Transactions were satisfied or waived, including the NYSE's authorization for the supplemental listing application regarding the Class A ordinary shares [2]. Group 2: Ownership Structure - Following the completion of the Share-Settled Transactions, Golden TechGen Limited, the largest seller, now owns approximately 19.85% of Cango's total outstanding shares, while all sellers collectively own about 41.38% of the total outstanding shares before any Bonus Shares or Adjustment Shares are issued [3]. Group 3: Operational Aspects - The acquired mining machines are currently operational and located in data centers across several countries, predominantly in the U.S. Cango will continue to host these machines and has engaged a service provider for operational and maintenance services [4]. - The completion of these transactions is expected to bolster Cango's expansion and growth within the crypto asset sector [4]. Group 4: Company Overview - Cango Inc. is primarily focused on Bitcoin mining, with operations strategically located in North America, the Middle East, South America, and East Africa. The company entered the crypto asset space in November 2024, motivated by advancements in blockchain technology and the increasing adoption of digital assets [5].
Cango Inc. Announces Third Amendment to Share-Settled Crypto Mining Assets Acquisitions
Prnewswire· 2025-06-04 10:00
Core Viewpoint - Cango Inc. has announced the third amendment to its Purchase Agreement for acquiring on-rack crypto mining machines, which will involve the issuance of Class A ordinary shares to the sellers, reflecting a significant strategic move in the crypto mining sector [1][2]. Summary by Sections Purchase Agreement and Amendments - The Purchase Agreement was initially signed on November 6, 2024, with subsequent amendments on March 26, 2025, and April 3, 2025. The latest amendment adjusts the number of shares to be issued to sellers, totaling 146,670,925 Class A ordinary shares at closing, with an additional 97,780,616 bonus shares contingent on a triggering event [2]. Impact of PRC Business Disposal - The Third Amendment includes changes due to the sale of the Company's PRC business, completed on May 27, 2025. The requirement to issue additional shares (Adjustment Shares) is now based on a threshold of approximately US$7.0 million reduction in the total consideration from the PRC Business Disposal [3]. Ownership Structure Post-Transaction - Upon closing of the Share-Settled Transactions, Golden TechGen Limited (GT) will own approximately 18.79% of the Company's total outstanding shares, while all sellers will collectively own about 41.38% before any bonus or adjustment shares are issued [4]. Definitive Agreement and Voting Power - A definitive agreement was signed on June 2, 2025, involving the Company's co-founders and their holding companies. Post-transaction, Enduring Wealth Capital Limited (EWCL) will hold approximately 2.82% of total outstanding shares and 36.74% of voting power, while the founders will hold 18.54% of shares and 12.07% of voting power [5]. Change of Control at GT - GT has undergone a change of control, with new shareholders now holding equal voting power. Mr. Ning Wang, a finance professional with extensive experience, will exercise director nomination rights previously held by the former owner [6]. Closing Conditions - The closing of the Share-Settled Transactions is subject to certain conditions that are still pending. The Company is actively working towards satisfying these conditions [7]. Company Overview - Cango Inc. is primarily engaged in the Bitcoin mining business, with operations across various regions including North America and East Africa. The Company also operates an online international used car export business, diversifying its portfolio in response to advancements in blockchain technology and the growing adoption of digital assets [8].
Cango Inc. Announces Definitive Agreement with Founders and EWCL
Prnewswire· 2025-06-02 10:04
Core Viewpoint - Cango Inc. has entered into a securities purchase agreement to sell 10 million Class B ordinary shares to Enduring Wealth Capital Limited for a total of $70 million, with certain conditions attached to the payment [1][2]. Group 1: Transaction Details - The agreement involves the sale of shares by the co-founders and their holding companies to EWCL, with $15 million payable upon the satisfaction of specific conditions [1]. - The company will undertake corporate actions to ensure that the shares acquired by EWCL remain Class B ordinary shares, which carry 20 votes per share [3]. - The founders will convert their remaining Class B shares into Class A shares, which have one vote per share [3]. Group 2: Shareholding and Voting Power - If the Share-Settled Transactions are not completed, EWCL will hold approximately 4.81% of the total outstanding shares and 50.28% of the voting power, while the founders will hold 31.63% of the shares and 16.52% of the voting power [3]. - If the Share-Settled Transactions are completed, EWCL's shareholding will decrease to approximately 2.83% with 36.81% voting power, and the founders will hold 18.59% of the shares and 12.09% of the voting power [3]. Group 3: Corporate Governance - The execution of the agreement has been approved by the company's audit committee and board of directors [4]. - The company is required to obtain shareholder approval for the necessary corporate actions to ensure compliance with the agreement [4]. - An extraordinary shareholders meeting is expected to be convened to seek this approval [4]. Group 4: Business Operations - Cango Inc. is primarily engaged in the Bitcoin mining business, with operations across North America, the Middle East, South America, and East Africa [6]. - The company also operates an online international used car export business through AutoCango.com, facilitating access to vehicle inventory from China [6].