Hua Hong Semiconductor Limited (Hua Hong Semi) announced that the Shanghai Stock Exchange (SSE) has officially accepted the company’s application to issue consideration shares for the planned acquisition of a target company and a concurrent non-public issuance of RMB-denominated shares to raise supporting funds.
The SSE issued the “Notice on Acceptance of the Application for Issuance of Shares by Hua Hong Semiconductor Limited to Purchase Assets and Raise Supporting Funds” (SSE Review [Mergers, Acquisitions and Reorganisations] [2026] No. 15), confirming that the submission meets all formal requirements and initiating its substantive vetting process.
Key transaction elements are as follows: • Proposed Acquisition: Classified as both a major and connected transaction, the deal involves acquiring the share capital of the target company entirely through the issuance of new Hua Hong Semi shares (“Consideration Shares”). • Supporting Fund-Raising: A non-public issuance of additional RMB shares is proposed to finance related project needs and expenses. • Regulatory Path: Completion of the acquisition requires multiple approvals, including final clearance from the SSE and registration with the China Securities Regulatory Commission (CSRC). The non-public issuance is conditional upon completion of the acquisition. • Whitewash Waiver & Special Deal: The transaction structure incorporates a whitewash waiver application and is designated a special deal under Hong Kong’s Takeovers Code, reflecting its connected-party nature.
The company’s board reiterated that shareholders and potential investors should exercise caution, as the acquisition and financing remain subject to regulatory and other closing conditions. Hua Hong Semi will release further updates once additional milestones—such as SSE approval and CSRC registration—are achieved.
The board of directors, led by Chairman and Executive Director Peng Bai, assumes full responsibility for the accuracy of the disclosed information.
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