SCHEDULE: Smart Share Global Limited Completes Merger, Delists from Nasdaq

Smart Share Global Limited announced the effectiveness of its merger, leading to its delisting from the Nasdaq Capital Market and the termination of its ADS program.

Summary

• Smart Share Global Limited has completed its merger, becoming a wholly owned subsidiary of MidCo.
• The merger was made effective on April 29, 2026, following the registration of the Plan of Merger with the Registrar of Companies of the Cayman Islands.
• As a result of the merger, the Issuer's Class A ordinary shares and ADSs were cancelled and will be exchanged for cash consideration.
• The company's ADSs will no longer be listed on the Nasdaq Capital Market, and the Issuer will cease to be a publicly traded company.
• The Issuer has initiated the process to delist its ADSs from Nasdaq and deregister its securities with the SEC.
• A term loan facility of up to RMB1,575,000,000 (or its USD equivalent) was entered into on April 28, 2026, to fund the transaction.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event; while the merger and financing are completed, the delisting signifies the end of public market participation for shareholders.

Positives

• Successful completion of the merger, transitioning the company to private ownership.
• Shareholders are set to receive cash consideration for their shares and ADSs.
• Secured a significant term loan facility of up to RMB1,575,000,000 to finance the transaction.

Negatives

• The company's ADSs will be delisted from the Nasdaq Capital Market, ending its status as a publicly traded entity.
• Shareholders will no longer have access to a publicly traded security.
• ADS holders will incur a cancellation fee of US$5.00 per 100 ADSs.

Risks

• Dissenting shareholders have the right to receive the fair value of their shares as determined under the Cayman Islands Companies Act, which could lead to further legal or financial proceedings.
• The deregistration process with the SEC will become effective 90 days after filing Form 15, during which reporting obligations will be suspended.

Future Outlook

The company will cease to be a publicly traded company, and its reporting obligations under the Act will be suspended and eventually cease following the deregistration process.

Industry Context

StockSavvy.ai notes that the trend of going private, often facilitated by significant debt financing, continues in the technology and services sectors, particularly for companies seeking to avoid public market pressures or to restructure operations away from public scrutiny.

Legal Proceedings

• Dissenting shareholders have the right to receive the fair value of their Dissenting Shares as determined in accordance with the Cayman Islands Companies Act.

Stakeholder Impact

• Shareholders will receive cash for their shares and ADSs, but will no longer hold publicly traded equity.
• ADS holders will incur a cancellation fee.
• Dissenting shareholders may pursue legal avenues to determine the fair value of their shares.

Next Steps

• The Issuer will file an application on Form 25 with the SEC to remove the ADSs from listing on the Nasdaq.
• The deregistration of the Issuer's registered securities under the Act will become effective 90 days after the filing of Form 25.
• The Issuer's reporting obligations under the Act will cease once the deregistration becomes effective.

Key Dates

Keywords

Smart Share Global Limited, Merger, Delisting, Nasdaq, ADSs, SEC Filing, Schedule 13D, Going Private, RMB 1, 575, 000, 000 Facility