FangDD is Powered by AI System With US$34.32 Million Assets Acquisition

Rhea-AI Summary

FangDD Network Group (NASDAQ:DUO) has announced a strategic US$34.32 million acquisition of AI technology assets from a British Virgin Islands company. The deal includes potential earnout payments based on revenue growth, payable in Class A ordinary shares, for calendar years 2025-2027.

The earnout structure includes 20%, 25%, and 30% ratios of revenue growth for respective years. The Company has a three-month window to secure funding and complete the transaction, with a termination option by December 29, 2025, if not closed. Share payments will be calculated based on the 30-day average closing price preceding payment dates.

Positive

• Strategic acquisition of AI technology assets valued at US$34.32 million
• Performance-based earnout structure aligns seller interests with company growth
• Flexibility in payment terms with shares based on market prices
• Option to terminate without liability if funding isn't secured

Negative

• Significant capital requirement of US$34.32 million within three months
• Potential shareholder dilution from future earnout payments in shares
• Revenue-based earnout payments could create substantial additional costs

SHENZHEN, China, Sept. 30, 2025 (GLOBE NEWSWIRE) -- Fangdd Network Group Ltd. (Nasdaq: DUO) (“FangDD” or the “Company”) today announced that it had entered into an agreement to purchase certain assets relating to artificial intelligence technology from a British Virgin Islands company. The transaction is part of the Company’s continuous strategy to expand into technology-enabled real estate management.

The purchase price for the assets is US$34,320,000. Additionally, the seller is entitled to receive an earnout payment for each calendar year ending on December 31, 2025, December 31, 2026 and December 31, 2027 at an amount equal to (a) the increase of the total revenue of the Company in a given calendar year of 2025, 2026, and 2027, as compared to the prior calendar year, multiplied by (b) the ratio of 20%, 25% and 30%, respectively. The earnout payments shall be payable by the issuance of the Company’s Class A ordinary shares at a price per share equal to the average of the closing price of one (1) Company’s Class A ordinary share for the 30 consecutive trading days immediately preceding the payment date.

The Company will have three months to raise funds for the purchase and complete the transaction. If the transaction does not close by December 29, 2025, the Company may terminate the agreement by providing written notice, without incurring liability to the seller. The purchase agreement contains representations, warranties and other provisions customary for transactions of this nature. The foregoing description of the agreement is qualified in its entirety by reference to its full text, which will be furnished to the U.S. Securities and Exchange Commission on a current report on Form 6-K.

About FangDD
Fangdd Network Group Ltd. (Nasdaq: DUO) is a customer-oriented property technology company in China, focusing on providing real estate transaction digitalization services. Through innovative use of mobile internet, cloud, big data, artificial intelligence, among others, FangDD has fundamentally revolutionized the way real estate transaction participants conduct their business through a suite of modular products and solutions powered by SaaS tools, products and technology. For more information, please visit http://ir.fangdd.com.

Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “hope,” “going forward,” “intend,” “ought to,” “plan,” “project,” “potential,” “seek,” “may,” “might,” “can,” “could,” “will,” “would,” “shall,” “should,” “is likely to” and the negative form of these words and other similar expressions. Among other things, statements that are not historical facts, including statements about the Company’s beliefs and expectations are or contain forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. All information provided in this press release is as of the date of this press release and is based on assumptions that the Company believes to be reasonable as of this date, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Investor Relations Contact
Ms. Linda Li
Director, Capital Markets Department
Phone: +86-0755-2699-8968
E-mail: ir@fangdd.com

FAQ

What is the value of FangDD's AI technology assets acquisition?

FangDD is acquiring AI technology assets for US$34.32 million from a British Virgin Islands company.

How will FangDD pay for the earnout payments in the AI acquisition?

Earnout payments will be made in Class A ordinary shares, with the share price calculated based on the 30-day average closing price before payment.

What are the earnout payment percentages in FangDD's AI asset acquisition?

The earnout payments are structured as 20%, 25%, and 30% of revenue growth for calendar years 2025, 2026, and 2027 respectively.

When is the deadline for FangDD to complete the AI technology acquisition?

FangDD has three months to raise funds and complete the transaction, with an option to terminate by December 29, 2025.

What happens if FangDD cannot close the AI acquisition deal by the deadline?

If the transaction doesn't close by December 29, 2025, FangDD can terminate the agreement without liability by providing written notice.