DOWWAY (08403) received an acquisition of controlling stake by Sun Wei and a discount of about 65.75% in cash tender offer. It will resume trading on November 27th.

DOWWAY (08403) and the offeror Sun Weilian jointly announced that on November 20, 2025, the offeror (as the buyer) and A&B (as the seller) entered into the A&B Sale and Purchase Agreement regarding the sale of A&B shares; CN BASE (as the buyer) and Li Huaguo (as the seller) entered into the Li Huaguo Sale and Purchase Agreement regarding the sale of Li Huaguo shares; and CN BASE (as the buyer) and Yongjiayuan (as the seller) entered into the Yongjiayuan Sale and Purchase Agreement regarding the sale of Yongjiayuan shares. According to the A&B Sale and Purchase Agreement, the offeror agreed to purchase and A&B agreed to sell the A&B shares, equivalent to approximately 18.60% of the total issued share capital of the company as of the date of the A&B Sale and Purchase Agreement, at a total price of HK$14.32 million, equivalent to HK$0.50 per share of A&B shares. The sale of A&B shares was completed on November 20, 2025. According to the Li Huaguo Sale and Purchase Agreement, CN BASE agreed to purchase and Li Huaguo agreed to sell the Li Huaguo shares, equivalent to approximately 9.09% of the total issued share capital of the company as of the date of this joint announcement, at a total price of HK$7 million, equivalent to HK$0.50 per share of Li Huaguo shares. The sale of Li Huaguo shares was completed after signing the Li Huaguo Sale and Purchase Agreement. According to the Yongjiayuan Sale and Purchase Agreement, CN BASE agreed to purchase and Yongjiayuan agreed to sell the Yongjiayuan shares, equivalent to approximately 7.78% of the total issued share capital of the company as of the date of this joint announcement, at a total price of HK$5.9938 million, equivalent to HK$0.50 per share of Yongjiayuan shares. The sale of Yongjiayuan shares was completed after signing the Yongjiayuan Sale and Purchase Agreement. CN BASE is owned by the offeror (40%) and Ms. Xiao Fenfen (60%). CN BASE is a concert party with the offeror. After completion, the offeror and the concert party collectively own equity in 54.6325 million shares (of which the offeror owns equity in 28.645 million shares and CN BASE owns equity in 25.9875 million shares), equivalent to approximately 35.48% of the total issued share capital of the company as of the date of this joint announcement. After completion, the offeror is required to make a mandatory conditional cash offer for all issued shares (excluding shares already owned by the offeror and/or the concert party) in accordance with Rule 26.1 of the Takeovers Code. The offer price of HK$0.50 per share represents a discount of approximately 65.75% to the closing price of HK$1.460 per share on the last trading day on the Stock Exchange. The company has applied to the Stock Exchange for the resumption of trading of its shares from 9:00 am on November 27, 2025.