Rising Dragon and HZJL Mutually Terminate Merger Agreement

What happened

Rising Dragon Acquisition and HZJL Cayman mutually agreed to terminate their January 27, 2025 merger agreement, effective October 30, 2026. No termination fee is payable, and Rising Dragon said it will keep looking for another company to combine with. Some dispute-resolution provisions survive, and promissory notes issued to SZG Limited and Aurora Beacon remain outstanding under specified repayment and cancellation terms.

Confirmed

Global impact / market context

Rising Dragon is a blank-check company, meaning a listed shell that raises money to buy a private business. Losing its deal means it must find a new target or eventually return cash to shareholders. No termination fee removes one cost, but the outstanding promissory notes, which are written promises to repay borrowed money, still tie up cash and need settling.

Analyst inference

Blank-check deals often collapse when closing conditions or financing fail, so termination is not rare. Investors in Rising Dragon now face extended uncertainty and possible deadlines to complete a deal. The surviving note terms matter because repayment or cancellation could reduce cash available, while a new target search may change what shareholders ultimately own.

Analyst inference

What to watch

1. Rising Dragon said it will continue pursuing an initial business combination with another target, so watch for a new merger announcement or an extension of its deal deadline. Confirmed
2. Promissory notes issued to SZG Limited and Aurora Beacon remain outstanding subject to specified repayment and cancellation terms, so watch for disclosure on how those notes are settled. Confirmed
3. Watch whether Rising Dragon returns cash to shareholders if no new target is found, since that outcome would matter more than the terminated deal itself. Analyst inference

Evidence

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