STARCOIN GROUP (00399) signs a new memorandum of understanding with Newbridge and Conflux.

STARCOIN GROUP (00399) announced that on February 27, 2026, the company entered into a memorandum of understanding with Newbridge Acquisition Limited (Newbridge) regarding potential cooperation to explore opportunities for special purpose acquisition company mergers involving the group and/or its assets or business. On March 10, 2026, the company, Newbridge, and Conflux Foundation (Conflux) entered into a memorandum of understanding to explore opportunities for special purpose acquisition company mergers involving the group, Conflux, and/or their respective assets or business. The previous memorandum of understanding was terminated on the same day. According to the memorandum of understanding, the parties agreed to make reasonable efforts to discuss potential transactions, subject to due diligence and final agreement, and to provide reasonable assistance in due diligence to each other. The memorandum of understanding will terminate 180 days after the signing of the final agreement or the memorandum of understanding date (or any other date agreed upon by the parties), whichever is earlier. The board believes that if the potential transaction is completed, it will represent a significant strategic milestone for the group. Engaging in special purpose acquisition company mergers with a Nasdaq-listed company will provide the group with a pathway to access the US capital market to support business development and fundraising initiatives. The successful completion of the potential transaction will also affirm the group's business model, development strategy, and market potential, unlocking the group's intrinsic value. Considering these factors, the board believes that completing the potential transaction will be in the overall interest of the company and its shareholders. Since the signing of the previous memorandum of understanding, the company has been discussing the possibility of special purpose acquisition company mergers involving the group and/or its assets or business with Newbridge. The board believes that collaborating with Conflux will allow the group to leverage Conflux's technical capabilities in blockchain infrastructure, smart contract management, and digital asset technology, enhancing the group's development in the field of blockchain infrastructure and related digital asset technology. This will help improve the security, governance, and reliability of the group's blockchain-related projects, and may create opportunities for the group to participate in or develop new digital asset applications within the Conflux ecosystem. The integration of Conflux's business and/or assets with the group's business and/or assets is expected to enhance the group's overall value proposition and enable the group to benefit more from the potential transaction (if implemented).