Core Viewpoint - JD.com has announced a voluntary public takeover offer for CECONOMY AG at a cash consideration of EUR 4.60 per share, aiming to enhance CECONOMY's growth and transformation into a leading omni-channel consumer electronics platform in Europe [1][2][3]. Group 1: Takeover Offer Details - The takeover offer is made through JD.com's wholly-owned subsidiary, JINGDONG Holding Germany GmbH, targeting all shareholders of CECONOMY AG [1]. - An investment agreement has been signed between the Bidder and CECONOMY, along with a shareholders' agreement with CECONOMY's largest shareholder group, Convergenta, which will reduce its shareholding from 29.16% to 25.35% post-offer [2]. - The Bidder has secured irrevocable commitments from shareholders representing 31.7% of CECONOMY Shares, leading to a total expected shareholding of 57.1% after the offer [2]. Group 2: Strategic Goals and Partnership - CECONOMY operates leading brands MediaMarkt and Saturn, with over 1,000 retail stores across 11 countries, and aims to leverage JD.com's technology and logistics to enhance its market position [3]. - The partnership is focused on maintaining CECONOMY as a stand-alone business while utilizing JD.com's advanced technology and logistics capabilities to drive growth [3][4]. - Both companies' management teams express confidence in the partnership, emphasizing shared values and a commitment to enhancing customer experience and operational efficiency [4][5]. Group 3: Financial and Regulatory Aspects - The takeover offer is subject to customary conditions, including merger control and foreign investment clearances, and will be financed through a combination of acquisition loans and JD.com's cash reserves [5]. - The closing of the takeover offer is anticipated in the first half of 2026 [5]. - Detailed terms and conditions of the takeover offer will be published following approval by the German Federal Financial Supervisory Authority [6].

Core Points - JD.com will hold its annual general meeting of shareholders on June 20, 2025, at 3:00 p.m. Hong Kong time in Beijing [1] - No proposals will be submitted for shareholder approval; the AGM will serve as an open forum for discussion between shareholders and management [2] - The company has filed its annual report on Form 20-F for the fiscal year ended December 31, 2024, with the U.S. SEC, which includes audited financial statements [3] - JD.com is a leading supply chain-based technology and service provider, focusing on enabling consumers to purchase products anytime and anywhere [4]