03.02.23News

Apollo Future Mobility Group Reaches Agreement on the Proposed Acquisition of WM Motor Global Investment Limited

Apollo Future Mobility Group Reaches Agreement on the Proposed Acquisition of WM Motor Global Investment Limited
Realize Immense Synergistic Potential to Seize the Opportunities of the Smart EV Market

(Hong Kong, 12 January 2023) — Apollo Future Mobility Group Limited (“AFMG” or the “Company”, HKEX stock code: 860, together with its subsidiaries, the “Group”) announces that the wholly-owned subsidiary of the Company (the “Purchaser”) and WM Motor Holdings Limited (the “Vendor” or “WM Motor”) entered into a conditional sale and purchase agreement (the “Acquisition Agreement”) pursuant to which the Vendor conditionally agreed to sell and the Purchaser conditionally agreed to purchase the entire issued share capital (the “Acquisition Shares”) of WM Motor Global Investment Limited (the “Acquisition Target Company”), a direct wholly-owned subsidiary of WM Motor, in order to realize immense synergistic potential to seize the opportunities of smart electric vehicles (the “EV(s)”) market upon completion of the acquisition.

The consideration for the acquisition of the Acquisition Shares is US$2,023.27 million (equivalent to approximately HK$15,853.71 million) which will be settled by way of allotment and issue of an aggregate of 28,824,919,557 shares (the “Consideration Shares”) at an issue price of HK$0.55 per share (the “Acquisition”). As part of the Acquisition, the Company proposes to carry out a placing by issuing an aggregate of 7,123,363,636 shares (the “Placing”) at a placing price of not less than HK$0.55 per placing share to not less than six independent placees (professional, institutional and/or individual investors). The net proceeds from the Placing are estimated to be approximately HK$3,526.06 million. The placing shares will be allotted and issued under the specific mandate to be obtained at the extraordinary general meeting of the Company and is subject to the approval of the independent shareholders. Upon completion of the Acquisition, the Group will own the entire issued share capital of the Acquisition Target Company and its results will be consolidated with the financial results of the Group in accordance with the relevant accounting standards.

Mr. Ho King Fung, Eric, the Chairman of AFMG, commented, “We are delighted to have reached an agreement on the Acquisition. As the Group continues to transform into and build up its position as a leading mobility services provider by unveiling to the market its next generation concepts and achievements in technology research and development, the Board discussed and agreed to embark on seeking the possibility of seizing suitable opportunities in the smart EV business that are closely related to the Group’s latest strategic priorities in order to pursue continuous business growth and expansion of the Group.

Through the Acquisition, the Company can acquire and immediately tap into the well-established businesses of the Acquisition Target Company and its subsidiaries (“Acquisition Target Group”) in the PRC, which experienced strong growth in smart EV sales volume by leveraging its leading technologies and high operational efficiency.”

Mr. Freeman Hui Shen, the Co-Chairman of AFMG and Founder, Chairman, and CEO of WM Motor commented, “I have confidence on the realization of the immense synergistic values within the enlarged Group and believe the arrangements under the Acquisition will further strengthen and align our long-term interest with the enlarged Group.”

The Group has been deepening the strategic cooperation with the Acquisition Target Group since October 2021, and the parent company of the Acquisition Target Company has then become a substantial shareholder of the Group.

The Acquisition Target Group ranked first in sales volume of electric SUVs in 2021 among all pure-play EV automakers in China’s mainstream market and ranked third in terms of both sales volume of EVs and sales volume of smart EVs in 2021 among all domestic automakers in China’s mainstream market. The Acquisition Target Group currently has two manufacturing facilities which hold the requisite manufacturing licenses with a maximum annual production capacity of 250,000 units of EV vehicles. Our strength in the global mobility market is expected to serve as an important driving force of development of internationalization and different brand positioning of the Acquisition Target Group, while the integration of a strong and mature smart EV production platform with advanced smart EV technology and state-of-the-art manufacturing capabilities into the Group’s operation will boost the Group’s strategy in fulfilling its mission to maximize luxury lifestyle experiences and unparalleled smart driving experience. As a whole, it is expected to enable the Group to gain significant synergy and competitive edge after the acquisition.

Mr. Ho continues, “The Acquisition, combined with the Group’s accumulated sales and distribution experience in the Apollo brand in the high-end automobile market over the years and in-house proprietary technology, would be mutually beneficial whereby the Group expects to see further development in terms of product range. A new line of luxury smart EV models will be launched both in China and worldwide through our targeted global marketing and distribution network. We expect to see the enlarged Group’s operations would benefit from an immediate boost.

The Board firmly believes the acquisition represents an excellent opportunity for the Group to expand and consolidate its business portfolio in the smart EV business in the PRC, and with a view to forming a solid foundation for the Group to further enhance returns to the shareholders.”