TCL Electronics (01070) plans to acquire all of the shares of TCL AeroWell (Cayman) Holdings Limited for 5.61 billion Hong Kong dollars.

TCL ELECTRONICS (01070) announcement that on July 15, 2026, the Company entered into a sale and purchase agreement with sellers (NXTHome, YF Rongye, Core Elite, Union Vast, and Reach Glory) whereby the sellers agreed to sell and the Company agreed to purchase the entire equity interest in the target company TCL AeroWell (Cayman) Holdings Limited for a total consideration of 5.61 billion Hong Kong dollars, which will be paid in a combination of cash and consideration shares. The target company is a limited liability company registered in the Cayman Islands, primarily engaged in the air conditioning system business. As of the date of this announcement, the target company is held by NXTHome, YF Rongye, Core Elite, Union Vast, and Reach Glory with approximately 31.3725%, 28.0000%, 17.4118%, 16.2549%, and 6.9608% respectively. The target company indirectly holds all the equity interest in Guangdong TCL Air Conditioner Holdings Co., Ltd., which holds 51% of the equity interest in TCL Air Conditioner, with the remaining 49% held by TCL Home Appliance Group Limited (a limited liability company established in China and a wholly-owned subsidiary of TCL Industries Holdings). The target group is a large comprehensive air conditioning enterprise engaged in the research, development, manufacturing, and sales of household air conditioners, commercial air conditioners, portable air conditioners, and other related products. In 2025, the target group's total sales volume of air conditioning products exceeded 22 million units, ranking among the top two in terms of export volume among Chinese brands. The group seizes industry development opportunities and vigorously promotes the coordinated development of all categories by adopting a dual-drive strategy of "globalization" and "high-endization", constructing a more competitive product matrix. While the group maintains a leading position in the smart display field, the acquisition marks a key milestone in the Company's overall strategic goal of advancing the "smart terminal layout across all categories", establishing air conditioning as an important pillar in its expanded product portfolio. By integrating the mature air conditioning business of the target group with the Company's existing display and smart terminal ecosystem, the expanded group will transform into an integrated multi-category smart home platform. Importantly, the acquisition will significantly expand business scale globally and elevate the relationship between the Company and the target group from distribution cooperation to full value chain integration. The expanded group plans to seamlessly replicate and accelerate the international expansion and global market penetration of the acquired air conditioning assets with the help of its long-established global sales network, localized operational capabilities, and widespread retail channels. This strategic synergy will enhance the TCL brand value and solidify the group's long-term global competitive advantage. As the Company strategically advances the "smart terminal layout across all categories" and accelerates the dual strategies of "globalization" and "high-endization", the acquisition represents a key milestone that is expected to unleash significant operational and business synergies along the Company's value chain, as well as enhance the overall competitiveness of the Company with the help of the target group's mature operating model and strong market position. Furthermore, the acquisition is expected to generate positive financial benefits, with the expanded group anticipating robust financial performance, increasing revenue scale, profit levels, and financial resilience, thereby creating higher and more stable returns for shareholders. The directors believe that the acquisition represents a strategically attractive opportunity for the Company, aligning with the best interests of the Company and its shareholders overall.