Haier Smart Home (06690) announced that, subject to obtaining all necessary legal and regulatory approvals and/or exemptions in Hong Kong (including the Hong Kong Codes on Share Buybacks) and the Federal Republic of Germany, the board of directors intends to proceed with a proposed tender offer to repurchase up to 81.0445 million D-shares, representing 30% of the total issued D-shares. The board plans to launch the offer based on prevailing market conditions, the market prices of the company's A-shares, H-shares, and D-shares, and the company's financial position, in accordance with German law, once all prerequisites are met. If the offer proceeds, the D-share buyback document will be dispatched exclusively to D-share shareholders, excluding those residing in restricted jurisdictions. Upon completion of the proposed tender offer, the repurchased D-shares will be cancelled. The company reserves the right not to proceed with the offer even if all prerequisites are satisfied. The board believes the proposed offer provides flexibility and is beneficial to the company and its shareholders overall, particularly as D-shares have historically traded at lower prices and with lower liquidity compared to A-shares and H-shares. Should D-shares trade at a discount to the current market prices of A-shares and H-shares in the future, the company could utilize the tender offer to repurchase D-shares, offering D-shareholders a valuable exit opportunity to realize their investment. Such repurchases would also benefit remaining shareholders, as their proportionate ownership in the company would increase with the number of D-shares repurchased, leading to higher earnings per share. Given the lower liquidity of D-shares, the company prioritizes the tender offer as a more effective method for acquiring a substantial number of D-shares compared to annual market repurchases authorized at general shareholder meetings. The company plans not to conduct any market repurchases of D-shares until the proposed tender offer is either completed or terminated. The proposed D-share tender offer will only be executed when the board deems it advantageous for the company and its shareholders as a whole.
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