Core Viewpoint - Dada Nexus Limited has completed its merger with JD Sunflower Merger Sub Limited, becoming a wholly owned subsidiary of JD.com, Inc., and will cease to be a publicly traded company [1][2]. Group 1: Merger Details - The merger was approved by Dada's shareholders on June 10, 2025, and became effective on June 16, 2025 [2]. - Each American depository share (ADS) will be cancelled in exchange for US$2.0 in cash, while each ordinary share will be cancelled for US$0.5 in cash, excluding certain shares [2]. - Registered shareholders will receive instructions on how to surrender their shares for the merger consideration [3]. Group 2: Trading and Reporting Suspension - Dada has requested the suspension of trading of its ADSs on Nasdaq effective June 17, 2025, and will file a Form 25 for delisting [4]. - The company intends to suspend its reporting obligations under the Securities Exchange Act of 1934 by filing a Form 15 with the SEC [4]. Group 3: Advisory and Legal Counsel - Kroll, LLC is serving as the financial advisor to the Special Committee of independent directors [5]. - UBS AG Hong Kong Branch is the financial advisor to JD, with legal counsel provided by Skadden, Arps, Slate, Meagher & Flom LLP [6]. Group 4: Company Overview - Dada Nexus Limited is recognized as China's leading local on-demand retail and delivery platform, operating JD NOW and Dada NOW, which are interconnected to enhance delivery efficiency [7][8].

Core Viewpoint - Dada Nexus Limited has received shareholder approval for a merger agreement with JD Sunflower Investment Limited, which will result in Dada becoming a wholly owned subsidiary and a privately held company, leading to the termination of its ADS program and delisting from NASDAQ [1][2][3]. Group 1: Merger Details - The extraordinary general meeting of shareholders saw approximately 73.4% of total outstanding ordinary shares voting, with 92.1% of votes cast in favor of the merger agreement [2]. - The merger agreement was dated April 1, 2025, and involves the merger of Dada with JD Sunflower Merger Sub Limited, a wholly owned subsidiary of JD Sunflower Investment Limited [1][2]. - Upon completion, Dada will cease to exist as a publicly traded entity, and its American depositary shares will no longer be listed on any securities exchange [3]. Group 2: Company Overview - Dada Nexus Limited is recognized as China's leading local on-demand retail and delivery platform, operating JD NOW and Dada NOW, which are interconnected to enhance delivery efficiency and order volume [4]. - JD NOW serves as a major local on-demand retail platform, while Dada NOW provides delivery solutions across various industries, benefiting both platforms through increased order density and improved delivery experiences [4].

Core Viewpoint - Dada Nexus Limited is set to hold an extraordinary general meeting on June 10, 2025, to vote on a proposed merger agreement with JD Sunflower Investment Limited, which will result in Dada becoming a privately held company and delisting from NASDAQ [1][2][3]. Group 1: Merger Details - The merger will involve Merger Sub merging with Dada, making Dada a wholly owned subsidiary of Parent, and Dada's American depositary shares (ADSs) will no longer be listed on NASDAQ [2][3]. - Following the merger, Dada's ADSs and shares will cease to be registered under the Securities Exchange Act of 1934 [2]. Group 2: Shareholder Information - Shareholders of record as of May 22, 2025, will be entitled to vote at the extraordinary general meeting, and ADS holders can instruct JPMorgan Chase Bank to vote on their behalf [4]. - The board of directors has unanimously recommended that shareholders vote in favor of the merger agreement and related transactions [3]. Group 3: Company Overview - Dada Nexus Limited is recognized as China's leading local on-demand retail and delivery platform, operating JD NOW and Dada NOW, which are interconnected to enhance delivery efficiency and order volume [10].