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Maase Inc. (NASDAQ: MAAS) disclosed a Transaction Agreement (Exhibit 10.1) dated 28 July 2025 to acquire 100% of Carve Group Ltd. The purchase price is 195,894,609 Class A shares of MAAS valued at US$1.50 each, implying consideration of roughly US$293.8 million. Closing is targeted for Q3 2025 and is subject to customary conditions.
Prior to closing, the sellers will complete a reorganization that will place two operating businesses under the target: Zhongshen Resources, which controls 111 mu of ginseng-rich forest land containing 19,000+ 40-year-old wild roots, and Glyken Bird Nest Technology, a biotech producer capable of ~10 tons of bird-nest peptides per year with multiple consumer product lines. Shares issued to Golden Brighter Ltd. and WJ Management Ltd. carry a 5-year lock-up.
The board of MAAS has approved the deal. Upon completion MAAS will own the target outright, expanding into traditional Chinese medicine ingredients and bird-nest biotechnology. The all-stock structure preserves cash but will expand the share count materially.
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