ONEROBOTICS (06600) plans to acquire shares of Nanoleaf to accelerate the penetration of its smart product portfolio in the core markets of North America and Europe.

ONEROBOTICS (06600) announces that on May 15, 2026, the company entered into an investment agreement with the target company Nanoleaf Limited, and the core founders and sellers, Mr. Gimmy Shenchu and Mr. Christian Yan. According to the agreement, the company agrees to facilitate the following for the buyers: (1) Purchasing 9.01675 million shares of sales shares from the first delivery sellers, representing approximately 59.9% of the target company's issued share capital immediately before the first delivery; (2) Subscribing to subscription shares with a total subscription price of $8 million at the second delivery, representing approximately 26.2% of the target company's issued share capital immediately after the second delivery; (3) Purchasing 6 million shares of sales shares from the core founders sellers at the third delivery, representing approximately 29.4% of the target company's issued share capital immediately after the third delivery; and (4) Purchasing all employee stock plan shares from the employee stock plan sellers at the fourth delivery, representing approximately 19.7% of the target company's issued share capital immediately after the fourth delivery. The consideration payable by the buyers under the investment agreement includes: (1) a purchase price of $1.50 per share for the 15.01675 million sales shares, with a total amount of $22.5251 million; (2) a subscription price of $1.50 per share for the subscription shares, with a total amount of $8 million; and (3) a consideration of $2.00 per share for the employee stock plan shares, with a total amount of $10.0116 million. This transaction is an important part of the group's strategy to build a global family-centered AI ecosystem. By integrating the target company's mature global distribution network and local operational capabilities, this transaction is expected to accelerate the penetration of the group's personalized smart product portfolio in the core markets of North America and Europe. The target company is a global technology company founded in 2014, focusing on the field of spatial intelligent interaction. The target company, with its self-developed artificial intelligence, spatial perception, and intelligent interaction technology, transforms cutting-edge innovation into consumer technology products seamlessly integrated into daily life. The target company has established long-term ecological partnerships with international leading platforms such as Apple, Google, and Samsung, entered Apple's global official retail channels, and deepened cooperation with leading retailers such as Costco, Best Buy, and Home Depot. Its products cover North America, Europe, and the Asia-Pacific region, with local operations teams in North America and Europe. The purpose of this transaction is to create strategic value for the group in the following aspects: (1) Channel complementarity. The target company's mature offline retail network and cooperation with large retailers will help expand the group's offline sales reach. Combining the group's existing strengths in the Japanese and European markets, this transaction will significantly enhance the group's omni-channel distribution capabilities in North America. (2) Localization operational synergy. The target company's local teams in North America and Europe will provide the group with immediate operational capabilities to distribute and service a wider range of products in those markets. In particular, the group's sports Siasun Robot & Automation products, companion Siasun Robot & Automation products, and home service Siasun Robot & Automation products can leverage the target company's mature local teams and market experience to accelerate sales penetration in the North American and European markets. (3) Technology integration and talent acquisition. The group will provide stronger research and development and supply chain management support to the target company, while leveraging the target company's overseas platforms to establish overseas AI research centers and attract international talent, enhancing the group's global research and development capabilities in spatial intelligence, multimodal perception, and personalized intelligence. By integrating the target company's global channel resources, local operational experience, and spatial intelligence technology capabilities, the group will further enhance the full chain capabilities of family-centered intelligent living, from technological research and development to global delivery, strengthen global operational resilience, and accelerate the construction of a global family-centered AI ecosystem. Following the group's earlier strategic investment in Flairtech, this transaction is another important measure for the group to continuously advance its strategic vision of building a global personalized AI industrial ecosystem through strategic mergers and acquisitions.