Cloopen Group Holding Limited Announces Completion of Going Private Transaction
Cloopen Group Holding Ltd · RAASY
原披露日期：2026-10-28；精度：分钟。
来源原始时间字段：2026-10-28T17:11:02-04:00
本站首次发现：2026-10-28T21:15:24.824Z。
首次资格通过：2026-10-28T21:15:42.461Z；首次公开：2026-10-28T21:15:42.461Z；公开模式：natural_new；自然时槽：2026-10-28T21:15:23.513Z。
来源：SEC（SEC EDGAR 6-K）。事件标题沿用来源原题，分类依据是标题明确披露的事件；计划、申请、签署和完成状态以原题及原文为准，未据此推断后续结果。
查看原始披露 ↗原文限定：Pursuant to the terms of the Merger Agreement, which was approved by the Company's shareholders at an extraordinary general meeting held on September 24, 2026, at the effective time of the Merger (the " Effective Time "), each American Depositary Share of the Company (each, an " ADS "), representing six (6) class A ordinary shares of the Company, par value US$0.0001 each (the " Class A Shares ," together with class B ordinary shares of the Company, collectively, the " Shares "), issued and outstanding immediately prior to the Effective Time, together with the Class A Shares represented by such ADSs, has been cancelled and ceased to exist in exchange for the right to receive US$2.9641 in cash per ADS without interest (less applicable fees, charges and expenses payable by ADS holders), and each Share issued and outstanding immediately prior to the Effective Time, other than the Excluded Shares, the Dissenting Shares (as defined in the Merger Agreement) and Class A Shares represented by ADSs, has been cancelled and ceased to exist in exchange for the right to receive US$0.4940 in cash per Share without interest. Pursuant to the terms of the Merger Agreement, share-based incentives held by current or former officers, directors, employees and consultants of the Company have also been cancelled and cashed out, or will be replaced by an award comprised of other rights or property to the extent permitted by applicable law as may be reasonably determined by both HoldCo and the Company, or have been cancelled without payment, as applicable.
原文限定：Registered shareholders immediately prior to the Effective Time who are entitled to the Merger Consideration (as defined in the Merger Agreement) will receive a letter of transmittal and instructions on how to surrender their Shares in exchange for the Merger Consideration and should wait to receive the letter of transmittal before surrendering their Shares. Payment of the Merger Consideration will be made to holders of Shares (other than Excluded Shares, Dissenting Shares and Class A Shares represented by ADSs) in respect of each such Share held thereby upon surrender of applicable Shares and delivery of the letter of transmittal and any other document required by such letter of transmittal to be delivered in connection therewith. Payment of the Merger Consideration (after deduction of the fees, charges, deductions and expenses provided for under the Deposit Agreement, dated as of February 8, 2021, among the Company, the ADS depositary and the owners and holders of ADSs issued thereunder) will be made to holders of ADSs in respect of each ADS held thereby as soon as practicable after The Bank of New York Mellon, the ADS depositary (the " ADS Depositary "), receives the aggregate Merger Consideration payable to holders of ADSs from the paying agent.
原文限定：The Financial Industry Regulatory Authority (" FINRA ") was notified about the Merger prior to its effectiveness and is expected to remove the Company's trading symbols on or after the date hereof and it is expected that the listing for quotation of the ADSs representing the Company's Class A Shares on the OTC Market (the " OTC ") will be suspended shortly after the Effective Time. As removal of Company's trading symbols from the OTC may not be completed until several trading days after the consummation of the Merger, any trades effected following the consummation of the Merger may not be valid. The Company is providing this information to help prevent trades from being effected that may subsequently be invalidated. The Company will not be responsible for any losses that may be incurred as a result of trades that occur from and after the completion of the Merger. The Company intends to deregister its registered securities and suspend its reporting obligations under the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the Securities and Exchange Commission (the " SEC "). The Company's obligations to file or furnish with the SEC certain reports and forms, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of the Form 15 and will cease once the deregistration becomes effective.
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