Core Viewpoint - Zeekr Intelligent Technology Holding Limited has entered into a merger agreement with Geely Automobile Holdings Limited, which will result in Zeekr becoming a wholly-owned subsidiary of Geely [1][5][6] Merger Agreement Details - The merger will involve the cancellation of each Zeekr Share in exchange for either US$2.687 in cash or 1.23 newly issued Geely Shares per Zeekr Share, with similar terms for Zeekr ADS holders [2] - The cash consideration represents an approximate premium of 18.9% over the closing price of Zeekr ADSs on May 6, 2025, and a 25.6% premium over the average closing price during the last 30 trading days prior to the acquisition proposal [3] - The cash merger consideration will be funded through Geely's internal resources or debt financing, while the stock consideration will be in the form of newly issued Geely Shares [4] Approval Process - The merger is expected to close in Q4 2025, subject to customary closing conditions, including shareholder approvals from both Zeekr and Geely [6] - Geely has agreed to vote in favor of the merger for approximately 65.2% of the voting rights attached to Zeekr Shares [6] Advisory and Legal Counsel - Kroll, LLC is serving as the financial advisor to the Special Committee of Zeekr, while Simpson Thacher & Bartlett LLP and Davis Polk & Wardwell LLP are providing legal counsel [7] - Citigroup Global Markets Asia Limited is the financial advisor to Geely, with Latham & Watkins LLP serving as its U.S. legal counsel [8] Additional Information - The merger will be reported to the U.S. Securities and Exchange Commission (SEC) and relevant documents will be available on the SEC's website [9][11] - The Geely Shares issued in connection with the merger will be exempt from registration under the U.S. Securities Act [10]
Zeekr Group Enters into Definitive Merger Agreement for Acquisition Transaction