SMC ELECTRIC (02381) will change its controlling shareholder and plans to offer a 65.63% discount for a full acquisition proposal.

SMC ELECTRIC (02381) and the offeror, Star Max Holdings Limited, jointly announced that on July 31, 2026, the offeror intends to acquire 1.4 billion shares of Shell Electric Holdings Limited, representing 70% of the total issued shares as of the date of this joint announcement, for a total consideration of HKD 154 million, equivalent to HKD 0.11 per share for the shares being sold. In addition, the company plans to declare a special dividend of approximately HKD 91.5 million (equivalent to a special dividend of HKD 0.04575 per share) prior to completion. Immediately following completion, the offeror and concert parties of the offeror (excluding the sellers) will hold an interest in 1.4 billion shares (equivalent to 70% of the total issued shares as of the date of this joint announcement). The offeror is required to make a mandatory unconditional cash offer for all issued shares (excluding those shares already owned and/or agreed to be acquired by the offeror and concert parties of the offeror). The cash offer for each share is HKD 0.11, representing a discount of approximately 65.63% compared to the last trading price of HKD 0.320 per share on the Stock Exchange. As of the date of this joint announcement, the offeror is indirectly wholly-owned by Shenzhen Tianlong Mobile Technology Co., Ltd. (i.e., Tianlong Mobile), which is primarily engaged in the research and development, manufacturing, and sales of telecommunications equipment and electronic products.