#China #crypto mining #Hong Kong #Cango Inc #Share Acquisition

Cango Inc. Modifies Crypto Mining Asset Acquisition Agreement

Cango Inc. (NYSE: CANG) recently announced significant amendments to its agreement concerning the acquisition of on-rack crypto mining machines. This announcement marks the third amendment to the initial agreement made on November 6, 2024, which outlined the purchase of mining machines collectively delivering a massive hashrate of 18 Exahash per second. The latest changes were made to adjust the number of shares to be issued to the sellers based on several factors, including the total number of outstanding shares after recent corporate activities.

In total, Cango plans to issue 146,670,925 Class A ordinary shares to the sellers upon closing of this revised agreement. Additionally, there is potential for issuing 97,780,616 bonus shares contingent upon specific trigger events as outlined in the original agreement. As part of this amendment process, Cango has also outlined certain obligations resulting from its recent disposal of its PRC business, which occurred on May 27, 2025.

Under the terms of the original purchase agreement, any substantial reduction in the net asset value of the disposed PRC business would require Cango to issue additional Adjustment Shares to the sellers. However, with this latest amendment, the threshold for such adjustments has changed to align with the proceeds from the PRC Business Disposal. If a decrease of around $7 million occurs regarding the total consideration from the sale, Cango will need to issue additional shares based on this excess loss.

After the closing of these share-settled transactions, Golden TechGen Limited (GT) is expected to be the largest stakeholder, holding approximately 18.79% of the company’s outstanding shares. Collectively, all sellers involved in these transactions will own an estimated 41.38% prior to any bonus or adjustment shares.

The agreement also introduces changes related to the company’s co-founders. Following completion of the previously mentioned Definitive Agreement on June 2, 2025, the co-founders, Mr. Xiaojun Zhang and Mr. Jiayuan Lin, will have their ownership stakes adjusted alongside their voting powers within the company. Upon these changes and the closing of transactions, Mr. Ning Wang, representing interests in GT, will assume certain critical administrative rights previously held by the former GT owner.

The journey towards finalizing the share-settled transactions involves several closing conditions that need resolution. Cango is actively working with all parties towards satisfying these requirements and finalizing the transactions. However, the completion timelines remain uncertain, with several external factors impacting the eventual outcomes.

About Cango Inc.

Cango Inc. primarily operates within the Bitcoin mining sector, with a broad operational footprint encompassing regions like North America, the Middle East, South America, and East Africa. The company ventured into crypto assets in late 2024, propelled by advancements in blockchain technology and increasing digital asset adoption. In addition to crypto ventures, Cango also maintains an online platform for international used car exports at AutoCango.com, allowing global customers quick access to quality vehicle inventory from China.

This restructuring and reissuing of shares reflect Cango's ongoing efforts to realign its business strategies in response to the rapidly evolving market landscape and shifts within its corporate structure. Stakeholders are encouraged to stay tuned for additional updates as the company navigates these transitions while aiming for sustained long-term growth in both its crypto mining and automotive sectors.