Zhitong Finance App News, Jinjie Holdings (03918) issued an announcement regarding the development and construction of multi-functional entertainment and comprehensive integrated resort facilities (Naga 3) in Phnom Penh, Cambodia. In view of the changes in the external macroeconomic environment since the subscription agreement was signed in April 2019, the subscribers met with the Company to discuss the ongoing funding requirements under the subscription agreement and the Naga 3 project schedule. After thorough and careful consideration, the Company and the Subscriber agree that not continuing the subscription agreement is in the best commercial interests of both parties, and that all related responsibilities under the subscription agreement are amicably resolved through a formal mutual termination agreement.
On December 15, 2025, the Company and the Subscriber entered into a mutual termination agreement (Mutual Termination Agreement), according to which the contracting parties agreed to: (a) terminate the subscription agreement and all of the parties' respective rights and obligations under that subscription agreement from the date of signing the mutual termination agreement; (b) completely and absolutely exempt, waive, discard, discharge, and release from any and all claims that one party may have against the other party (whether arising out of, caused by, relating to and/or in connection with the subscription agreement, whether current or current, current or known, and at the time, already exists or Claims, actions, causes of action, rights, damages, costs, expenses, obligations and liabilities (whether anticipated by the contracting parties on the date of mutual termination of the contract) in the future; (c) discharge and release the other party from all obligations, representations, guarantees, undertakings, claims and claims, whatever the nature of the subscription agreement; and (d) waiver of all rights, rights, benefits and entitlements arising out of or relating to the subscription agreement.
According to the terms of the mutual termination agreement, cash advances totaling USD 316 million paid by the subscribing party as part of the subscription payment have been forfeited by the Company and included in the reserve, and the Company is not responsible for issuing any settlement shares in respect of such cash advances. Accordingly, the Board believes that the termination of the subscription agreement will not have any significant adverse impact on the Group's current business or financial position. In order to maintain good corporate governance, Mr. Zeng Yufeng (as a subscriber and a director of the Company) has circumvented participation in any discussions and decisions relating to subscription agreements between the Company and the Subscriber's respective board levels.
For the avoidance of doubt, the company plans to continue the Naga 3 project despite having signed a mutual termination agreement. The Company will evaluate the remaining development plans for Naga 3 and explore other funding channels (if required).