ESTUN (02715.HK): RMB210.6 million acquisition of 19.4574% stake in Estun Jiangsu Intelligent lifts holding to 69.608%

NewTimeSpace News: ESTUN (02715.HK) announced that, following its announcement dated 23 September 2026 in relation to a potential discloseable and connected transaction, the Company has submitted an application to the Shanghai United Assets and Equity Exchange for the delisting of Subject Equity A, proposing to acquire it at the reserve price for the listed transfer. After trading hours on 27 October 2026, the Company and Seller A entered into an equity transaction contract in respect of the acquisition of Subject Equity A for a consideration of RMB210.6 million. Upon completion, the Company will hold 69.608% of the target company, which will remain a subsidiary of the Company and whose financial results will continue to be consolidated into the Group's financial statements.

According to the announcement, Subject Equity A represents 19.4574% of the equity of the target company, and the consideration was determined by reference to 19.4574% of the market value of the target company as at the valuation reference date of RMB1,017.95 million, as assessed by an independent valuer using the market approach, and will be funded by the Company's own funds. The Company has paid a transaction deposit of RMB63.18 million to the Shanghai United Assets and Equity Exchange, which will be applied directly as part of the consideration upon the contract taking effect, and shall pay the remaining consideration of RMB147.42 million in one lump sum to the designated bank account within five business days from the effective date of the contract. Both parties shall cooperate to complete the handover of rights within 30 business days after the contract takes effect and to complete the registration of the change of title within 60 business days after obtaining the equity transaction certificate.

The target company was incorporated in the PRC on 19 July 2022 and is principally engaged in the manufacture and sale of industrial automatic control system devices, intelligent control system integration, and the manufacture and sale of intelligent basic manufacturing equipment. As at the date of the announcement, the Company holds 50.1506% of its equity, while Seller C, Seller A, Seller B, Nanjing Intelligent Synergy Enterprise Management Partnership (Limited Partnership) and Mr. Dong Chunyu hold 21.6193%, 19.4574%, 3.7834%, 3.5841% and 1.4052% respectively. Its revenue for the years ended 31 December 2024 and 2025 was approximately RMB372 million and RMB566 million respectively, with net loss after tax of approximately RMB109 million and RMB5.12 million respectively, and its unaudited total assets and net assets as at 30 June 2026 were approximately RMB1,042 million and RMB574 million respectively.

Seller A is the National Manufacturing Fund, which holds approximately 19.4574% of the target company and is its substantial shareholder and therefore a connected person of the Company at the subsidiary level. The acquisition constitutes a connected transaction under Chapter 14A of the Listing Rules and, as one or more applicable percentage ratios exceed 1% but are all less than 5%, is subject to the reporting and announcement requirements but exempt from the independent shareholders' approval requirement. The Company said no definitive agreement has yet been entered into in respect of the possible acquisitions of Subject Equity B and Subject Equity C from Seller B and Seller C respectively, and further announcements will be made in due course in accordance with the Listing Rules.