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Cango Inc. Announces Third Amendment to Share-Settled Crypto Mining Assets Acquisitions
Prnewswireยท 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].