Energy Monster To Go Private In $327M Merger Deal Led By Investor Consortium

Smart Share Global Limited (NASDAQ:EM) ("Energy Monster" or the "Company"), a consumer tech company providing mobile device charging service, announced today that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Mobile Charging Group Holdings Limited ("Parent"), Mobile Charging Investment Limited ("MidCo"), a wholly-owned subsidiary of Parent and Mobile Charging Merger Limited ("Merger Sub"), a wholly-owned subsidiary of MidCo. Pursuant to the Merger Agreement and subject to the terms and conditions thereof, Merger Sub will merge with and into the Company, with the Company continuing as the surviving company and becoming a wholly-owned subsidiary of MidCo (the "Merger"), in a transaction implying an equity value of the Company of approximately US$327 million in which the Company will be acquired by a consortium of investors (the "Consortium").

Pursuant to the Merger Agreement, at the effective time 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, par value US$0.0001 each (the "Class A Shares," together with class B ordinary shares of the Company, par value US$0.0001 each, collectively, the "Shares"), issued and outstanding immediately prior to the Effective Time, other than ADSs representing Excluded Shares (as defined in the Merger Agreement), together with the Shares represented by such ADSs, will be cancelled and cease to exist in exchange for the right to receive US$1.25 in cash per ADS without interest (less applicable fees, charges and expenses payable by ADS holders, and such consideration, the "Per ADS Merger Consideration"), and each Share issued and outstanding immediately prior to the Effective Time, other than Excluded Shares, Dissenting Shares (as defined in the Merger Agreement) and Shares represented by ADSs, will be cancelled and cease to exist in exchange for the right to receive US$0.625 in cash per Share without interest (together with the Per ADS Merger Consideration, the "Merger Consideration"). Pursuant to the terms of the Merger Agreement, share-based incentives held by current officers, directors and employees of the Company will be cashed out or replaced by an award comprised of other rights or property to the extent permitted by applicable law as may be reasonably determined by Parent, as applicable.

The Merger Consideration represents a premium of 74.8% to the closing trading price of the ADSs on January 3, 2025, the last trading day prior to the Company's receipt of the going private proposal, and a premium of 68.1% and 70.1% to the volume-weighted average price during the last 30 and 60 trading days, respectively, prior to the Company's receipt of the going private proposal. The Merger Consideration represents a premium of approximately 8.7% to the closing price of the Company's ADSs on July 31, 2025, the last trading day prior to this press release.