A joint announcement from SMC ELECTRIC (02381) and offeror Star Mega Holdings Limited has revealed a significant change in the company's ownership structure. On July 31, 2026, the offeror plans to acquire 1.4 billion shares from Shell Electric Holdings Limited, representing 70% of the total issued shares as of the date of the announcement, for a total consideration of HKD 154 million, equivalent to HKD 0.11 per sale share.
Additionally, the company intends to declare a special dividend before the completion of the transaction, amounting to approximately HKD 91.5 million, or HKD 0.04575 per share. Following the completion, the offeror and its concert parties, excluding the vendor, will hold interests in 1.4 billion shares, accounting for 70% of the total issued shares. The offeror is required to make a mandatory unconditional cash offer for all issued shares, except those already owned or agreed to be acquired by the offeror and its concert parties.
The offer price per share is HKD 0.11 in cash, reflecting a discount of approximately 65.63% from the closing price of HKD 0.320 per share on the Stock Exchange on the last trading day. As of the announcement date, the offeror is indirectly wholly owned by Shenzhen Tianlong Mobile Technology Co., Ltd., known as Tianlong Mobile, which is primarily engaged in the research, development, manufacturing, and sales of telecommunications equipment and electronic products.