DMALL (02586) announced that on May 12, 2026 (Eastern Standard Time, prior to U.S. OTC market trading; equivalent to after the Hong Kong exchange trading session on May 12, 2026), its wholly-owned subsidiary, Retail Technology Asia Limited, entered into agreements related to the proposed privatization of Cloopen, whose American Depositary Shares are quoted on the U.S. OTC market.

According to these agreements, the buyer conditionally agreed to participate as an equity investor in the proposed privatization, committing to purchase equity in the parent company, SpringX Holdings Limited, for a total cash consideration of $36 million. The final committed amount utilized, and the corresponding equity in the parent company the buyer will thereby acquire, are subject to potential adjustments (downward or upward) as per the DMALL Equity Commitment Letter and the Interim Investor Agreement.

Each of these agreements and the overall proposed privatization are subject to the fulfillment of several conditions. Assuming all conditions are satisfied or waived according to the terms of the relevant agreements, and based on the currently expected utilized commitment of approximately $34.4727 million, upon completion and effectiveness of the merger, the buyer will hold approximately 49.79% of the equity in the parent company. The parent company, in turn, will hold approximately 68.73% of Cloopen; this implies the buyer will hold an effective economic interest of approximately 34.22% in Cloopen.

Any increase in the commitment amount requires the buyer's consent. Should an increase take effect, the buyer has agreed that any commitment amount shall not exceed $40.5 million. Even if the commitment amount is adjusted to this maximum, the buyer's equity in the parent company will not exceed 50% (as the commitment amounts of other investors would also increase accordingly). Consequently, the parent company, the holding company, and Cloopen will not become subsidiaries of DMALL, and their financial results will not be consolidated into the group's accounts.

Cloopen (OTC: RAASY) is a leading Chinese provider of multi-capability cloud communication solutions, offering a full suite of cloud-based communication solutions covering Communications Platform as a Service (CPaaS), cloud-based contact centers, and cloud-based unified communications and collaboration. Its American Depositary Shares are currently quoted on the U.S. OTC market.