JINKE Services' tender offer acquisition may lead to withdrawal from the market, multiple investment risks need to be cautious.
Jinke Services' H-share tender offer may lead to delisting. Potential multiple investment risks should be cautioned against.
Recently, Jinke Intelligent Service Group Co., Ltd. (hereinafter referred to as "JINKE SERVICES") announced the H-share tender offer to acquire "meeting the delisting acceptance conditions". The company declared that the privatization conditions have been met and will be delisted from The Stock Exchange of Hong Kong Limited (HKEX).
As of 4 pm on January 16, 2026, the offeror has received valid acceptances from independent shareholders for around 2.516 billion shares of non-related party shares, accounting for approximately 95.56% of all non-related party shares (about 2.632 billion shares), exceeding the 90% threshold required for delisting. Combining the announcement of the results of the December 24, 2025 shareholder meeting and today's acceptance rate, JINKE SERVICES' delisting conditions have been met. As of now, the offeror and its concerted actions together hold approximately 5.85 billion shares, accounting for approximately 98.04% of the company's total issued shares.
According to the Takeover Code, the offer will remain open for acceptance for at least 28 days. Therefore, the offer will remain open until February 13, 2026 (final deadline), giving shareholders the last 28 days to accept the offer. In terms of the delisting schedule, the latest date for shareholders to buy and sell shares on the open market is February 10, 2026, while Jinke Intelligent Service is expected to officially complete the delisting on February 20, 2026.
In order to protect the rights of investors to be informed, the company hereby issues a risk warning, providing a comprehensive disclosure of the potential risks that may arise if the offer is not accepted and the company completes the delisting, reminding investors to make decisions carefully.
The risk warnings are as follows:
After delisting, investors will face the core risk of losing share liquidity. At that time, the shares will no longer be traded on any stock exchange, and the Hong Kong Stock Connect trading channel will be terminated simultaneously. Investors' shares will be converted to non-listed status, making it impossible to sell them on the secondary market, and the value of the position held may remain stagnant or even be reduced to zero in the long term. It is important to note that the offeror has no legal obligation to continue acquiring scattered shares, the company is not responsible for arranging repurchase or transfer solutions for shareholders who do not accept the offer, and regulatory authorities have no authority to require relevant parties to provide remedial acquisition arrangements. Investors bear very limited legal protection for selling shares after the fact, as evidenced by past cases that investors typically bear such investment losses themselves.
In terms of corporate governance, after the delisting, JINKE SERVICES will no longer be subject to the strict constraints of "The Listing Rules of HKEX" and "The Hong Kong Takeover Code", greatly weakening the rights to information and voting of minority shareholders regarding the company's operations and significant asset disposals. Although investors technically remain shareholders of the company in legal form, in a structure where controlling shareholders are highly concentrated, their actual ability to participate in corporate governance and supervise management will be significantly limited.
In terms of investment returns, JINKE SERVICES has experienced three years of consecutive losses, with cumulative losses amounting to approximately 33.7 billion RMB, no dividends have been paid out in the past three years, and there is significant uncertainty regarding future dividends, dividend amounts, and dividend timing. Meanwhile, after the delisting, the lack of a public market pricing mechanism for shares means that even if investors receive dividends, they will not be able to realize their principal and assets through selling the shares.
In addition, investors will face multiple risks, including legal remedies, practice of the Hong Kong Stock Connect, foreign exchange compliance, and long-term valuation. Current laws do not require the offeror to mandatorily acquire the remaining shares after delisting, the high cross-border litigation costs and low feasibility; after delisting, the relevant shares may only be in a nominal custody status in the securities account and cannot be traded and securities companies are not obligated to assist in withdrawal; if there are subsequent share transfers or fund payments involving overseas entities, there may be compliance uncertainties with foreign exchange management and cross-border settlements; and the shares may remain in a state of "nominal existence with difficulty in actual realization" for a long period, even if the company undergoes restructuring, refinancing, or relisting in the future, shareholders who did not accept the offer will not have the right to priority exit or tag-along rights.
The company specifically advises that whether to accept the offer is the investor's independent decision. Investors should evaluate all the risks mentioned above thoroughly, consider their risk tolerance, investment horizon, and liquidity needs, and make an independent decision within the offer deadline. This risk warning is only meant to disclose potential legal and transaction risks and does not constitute any investment advice, nor does it make judgments on the offer price or the future value of the company.
Market experts suggest that investors closely monitor the subsequent developments of JINKE SERVICES' tender offer and delisting, and exercise their rights prudently within the specified period to avoid unnecessary investment losses due to overlooking risks.
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