Rising Dragon Acquisition Corp. Announces Merger Agreement with HZJL Cayman Limited – Ordinary Shares (NASDAQ:RDACU, RDAC, RDACR)

Rising Dragon Acquisition Corp. has formally entered into a Merger Agreement with HZJL Cayman Limited, marking a strategic business combination. At the effective time of the transaction, RDAC will merge into Xpand Boom Technology Inc., a wholly-owned subsidiary of RDAC, while simultaneously, Xpand Boom Solutions Inc. will merge into HZJL, ultimately resulting in HZJL becoming a fully-owned subsidiary of Xpand Boom Technology. The deal represents both a reincorporation merger and an acquisition merger, encompassing various considerations for the involved parties.

The Transaction Terms
Upon completion of the Transaction, HZJL’s shareholders and management will receive 35 million ordinary shares of Xpand Boom Technology. Additionally, certain HZJL shareholders have the potential to receive up to an extra 20 million ordinary shares, subject to achieving specific revenue targets in subsequent years post-merger. The acquired shares will be subject to a lock-up agreement for six months following the Transaction close, with exceptions.

Approvals and Closing Conditions
The entire process, unanimously approved by both RDAC and HZJL’s boards of directors, is contingent on regulatory approvals, shareholder mandates from RDAC and HZJL, fulfillment of customary closing conditions, including SEC registration statement approvals, and Nasdaq listing application endorsement for the merged entity.

Statements from Key Figures
Lulu Xing, RDAC’s CEO, expressed enthusiasm for the partnership, affirming the commitment to work with HZJL’s management team to enhance public company functions and continuous growth. Xiong Bin, HZJL’s founder, reiterated their dedication to local business services, emphasizing the desire to evolve market strategies in collaboration with RDAC’s expertise for mutual success.

Advisors and Legal Counsel
Legal counseling for RDAC is provided by Loeb & Loeb LLP, Joint-Win Partners, and Maples and Calder (Hong Kong) LLP. HZJL is advised by Han Kun Law Offices, Han Kun Law Offices LLP, and Harney Westwood & Riegels, with Chain Stone Capital Limited as the financial advisor.

The Integration Strategy
HZJL, a cutting-edge solutions provider empowering local businesses with branding, software, and supply chain services, will combine its prowess with Xpand Boom Technology’s resources to enhance operational efficiencies, customer engagement, and growth initiatives.

Investor Attention
Stockholders of RDAC are directed to the forthcoming materials which will be submitted to the SEC for crucial details, ensuring informed decisions about the Transaction. For further updates or inquiries, shareholder support committees at RDAC and HZJL will provide transparent communication channels.

Important Notices and Forward-Looking Statements
The agreement between RDAC and HZJL entails potential risks and uncertainties, mandating discretion from stakeholders. All registered details and timelines are subject to legal compliance and regulatory approvals, as outlined in the forthcoming SEC documentation.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Rising Dragon Acquisition Corp. – Ordinary Shares’s 8K filing here.

Rising Dragon Acquisition Corp. – Ordinary Shares Company Profile

Rising Dragon Acquisition Corp. operates as a blank check company. It was formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses. The company was founded on March 8, 2024 and is headquartered in Taiyuan, China.