SHANGHAI, April 30, 2026 (GLOBE NEWSWIRE) — Smart Share Global Limited (Nasdaq: EM) (“Energy Monster” or the “Company”), a consumer technology company providing charging services for mobile devices, today announced the completion of its merger (the “Merger”) with Mobile Charging Merger Limited (“Merger Sub”), a wholly owned subsidiary of Mobile Charging Investment Limited (“MidCo”), which is in turn a wholly owned subsidiary of Mobile Charging Group Holdings Limited (“Parent”), pursuant to the previously announced agreement and plan of merger, dated as of August 1, 2025 (the “Merger Agreement”), between the Company, the Parent, MidCo and Merger Sub. As a result of the Merger, the Company has become a wholly owned subsidiary of MidCo and will no longer be a publicly traded company.
Pursuant to the terms of the Merger Agreement, which was approved by the shareholders of the Company at an extraordinary general meeting held on December 31, 2025, upon the effective date of the Merger (the “Effective Time”), each American Depository Share of the Company (each an “ADS”), representing two (2) Class A ordinary shares of the Company, with a par value of US$0.0001 each (the “Class A Shares”, together with Class B ordinary shares of the Company, collectively the “Shares”), issued and outstanding immediately prior to the Effective Time, excluding ADSs representing the Excluded Shares (as defined in the Merger Agreement), together with the Class A Shares represented by such ADSs, have been canceled and ceased to exist in exchange for the right to receive US$1.25 in cash per ADS without interest (less any applicable fees, charges and expenses payable by ADS holders), and each Share issued and outstanding immediately prior to the Effective Time, other than the Excluded Shares, the Dissenter Shares (as defined in the Merger Agreement) and Class A Shares represented by ADSs, have been canceled and ceased to exist in exchange for the right to receive US$0.625 in cash per Share without interest. Pursuant to the terms of the Merger Agreement, stock-based incentives of current or former officers, directors, employees and consultants of the Company have also been canceled and paid out or will be replaced by an award consisting of other rights or property, to the extent permitted by applicable law, as may be reasonably determined by Parent, if applicable. Pursuant to the terms of the Merger Agreement, the Excluded Shares have been canceled without payment of any consideration from the Company therefor and the Deviating Shares have been canceled and will entitle the former holders thereof to receive the fair value thereon determined in accordance with the provisions of Section 238 of the Companies Act (as revised) of the Cayman Islands.
Registered shareholders who are entitled to the Merger Consideration (as defined in the Merger Agreement) immediately prior to the Effective Date will receive a letter of transmittal with instructions on how to surrender their Shares in exchange for the Merger Consideration and must wait for receipt of the transmittal letter before surrendering their Shares. Payment of the Merger Consideration will be made to the holders of Shares (other than Class A Shares represented by ADSs) in respect of each such Share held thereby upon surrender of the applicable Shares and delivery of the letter of transmittal and any other document required to be delivered by such letter of transmittal in connection therewith. Payment of the Merger Consideration (net of the fees, charges, deductions and expenses provided for in the Deposit Agreement, dated March 31, 2021, between the Company, the ADS Depositary and the holders and beneficial owners of ADSs issued thereunder) will be made to the holders of ADSs in respect of each ADS held thereunder as soon as practicably after Bank of New York Mellon, the ADS custodian, has received the aggregate Merger Consideration payable to the holders. of ADSs of the paying agent.
The Company also announced today that it has requested to suspend trading of its ADSs on the Nasdaq Capital Market (the “Nasdaq”) on April 30, 2026 (New York time). The Company has requested that Nasdaq file a Form 25 with the Securities and Exchange Commission (the “SEC”) notifying the SEC of the delisting of the ADSs from Nasdaq and the delisting of the Company’s registered securities. The deregistration will be effective 90 days after the filing of Form 25 or such shorter period as determined by the SEC. The Company intends to suspend its reporting obligations under the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the SEC within approximately ten days of the filing of a Form 25. The Company’s obligations to file certain reports and forms with the SEC, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of Form 15 and will terminate upon the deregistration becoming effective.
Kroll, LLC (operating through its Duff & Phelps Opinions Practice) is serving as financial counsel to the Special Committee, Skadden, Arps, Slate, Meagher & Flom LLP is serving as U.S. legal counsel to the Special Committee and the Company, Maples and Calder (Hong Kong) LLP is serving as Cayman Islands legal counsel to the Special Committee and the Company, and Commerce & Finance Law Offices is serving as legal counsel to the PRC to the Special Committee and the Company Company.
Davis Polk & Wardwell and Weil, Gotshal & Manges are acting as United States legal counsel to the Consortium, Harney Westwood & Riegels is acting as Cayman Islands legal counsel to the Consortium, and Haiwen & Partners is acting as PRC legal counsel to the Consortium.
About Smart Share Global Limited
Smart Share Global Limited (Nasdaq: EM), or Energy Monster, is a consumer technology company on a mission to energize everyday life. The company is a leading provider of mobile device charging services in China, with an extensive network of partners, powered by its own advanced service platform. The company offers mobile device charging services through shared power banks, which are placed at POIs such as entertainment venues, restaurants, shopping malls, hotels, transportation hubs and public areas. Users can access the service by scanning the QR codes on Energy Monster cabinets to release the power banks. As of December 31, 2024, the company had 9.6 million power banks in 1,279,900 POIs in more than 2,200 provinces and county-level districts in China.
Safe Harbor Statement
This press release contains forward-looking statements that are made under the “safe harbor” provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Smart Share may also make written or oral forward-looking statements in its periodic reports to the SEC, in its annual report to stockholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Smart Share’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. Further information about these and other risks is included in Smart Share’s filings with the SEC. All information contained in this announcement and in the attachments is as of the date of this press release, and Smart Share undertakes no obligation to update any forward-looking statements, except as required under applicable law.
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