Smart Share Global Limited Special Committee Retains Financial Advisor and Legal Counsel

Rhea-AI Summary

Energy Monster (Nasdaq: EM) announced that its special committee has retained Kroll, as independent financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as U.S. legal counsel. These appointments are related to the evaluation of the non-binding 'going private' proposal received on January 5, 2025, from Trustar Mobile Charging Holdings and several company executives, including the Chairman/CEO, Director/President, CMO, and Director/CFO.

The Board emphasized that no decisions have been made regarding the proposal, and there is no guarantee that a definitive offer will be received or that any transaction will be approved or completed. The company will only provide updates as required by law.

Positive

• None.

Negative

• Potential delisting from Nasdaq through going private transaction
• Uncertainty regarding the final outcome of the going private proposal

Insights

M&A Specialist

The appointment of Kroll and Skadden Arps represents a critical milestone in Energy Monster's potential going-private transaction. Kroll's expertise in financial advisory and valuation, combined with Skadden's renowned M&A legal practice, suggests the Special Committee is taking a thorough approach to evaluating the $277.7M market cap company's privatization offer.

The involvement of key insiders including the CEO, President, CMO and CFO in the buying group indicates strong internal alignment but raises concerns about potential conflicts of interest in determining fair value for minority shareholders. The Special Committee's choice of top-tier advisors demonstrates commitment to ensuring minority shareholder interests are protected through independent evaluation.

For context: Chinese companies listed on US exchanges have increasingly pursued privatization deals amid regulatory pressures and valuation gaps. The timeline from this stage typically ranges 4-6 months before a definitive agreement, assuming negotiations progress favorably. Key focus areas will include valuation methodology, financing certainty and regulatory approvals from both US and Chinese authorities.

Corporate Governance Expert

The formation of a Special Committee with independent advisors represents proper corporate governance practice for going-private transactions involving management participation. However, several critical aspects warrant attention:

• The committee composition and independence level remain undisclosed, which is important given the significant insider participation in the buyer group
• The engagement of Kroll for financial advisory suggests focus on fair value determination and minority shareholder protection
• Skadden's involvement indicates preparation for complex regulatory compliance across US-China jurisdictions

While procedural steps align with best practices, shareholders should closely monitor subsequent disclosures regarding committee independence, valuation methodologies and fairness opinions. The current market cap of $277.7M will serve as a key reference point for evaluating any premium offered in a definitive proposal.

SHANGHAI, China, Jan. 21, 2025 (GLOBE NEWSWIRE) -- Smart Share Global Limited (Nasdaq: EM) (“Energy Monster” or the “Company”), a consumer tech company providing mobile device charging service, today announced that the special committee (the “Special Committee”) of the Company’s board of directors (the “Board”) has retained Kroll, LLC as its independent financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as its U.S. legal counsel in connection with its review and evaluation of the previously announced non-binding “going private” proposal from Trustar Mobile Charging Holdings Limited, Mr. Mars Guangyuan Cai, Chairman of the Board and Chief Executive Officer of the Company, Mr. Peifeng Xu, Director and President of the Company, Mr. Victor Yaoyu Zhang, Chief Marketing Officer of the Company, and Ms. Maria Yi Xin, Director and Chief Financial Officer of the Company that the Board received on January 5, 2025.

The Board cautions the Company’s shareholders and others considering trading the Company’s securities that no decisions have been made with respect to this proposal. There can be no assurance that any definitive offer will be received, that any definitive agreement will be executed relating to the transaction contemplated by the proposal, or that the transaction contemplated by the proposal or any similar transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to any transaction, except as required under applicable law.

ABOUT SMART SHARE GLOBAL LIMITED
Smart Share Global Limited (Nasdaq: EM), or Energy Monster, is a consumer tech company with the mission to energize everyday life. The Company is the largest provider of mobile device charging service in China with the number one market share. The Company provides mobile device charging service through its power banks, which are placed in POIs such as entertainment venues, restaurants, shopping centers, hotels, transportation hubs and public spaces. Users may access the service by scanning the QR codes on Energy Monster’s cabinets to release the power banks. As of June 30, 2024, the Company had 9.5 million power banks in 1,267,000 POIs across more than 2,100 counties and county-level districts in China.

CONTACT US
Investor Relations
Hansen Shi
ir@enmonster.com

SAFE HARBOR STATEMENT
This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” or other similar expressions. Among other things, the business outlook and quotations from management in this announcement, as well as the Company’s strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission (“SEC”), in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Energy Monster’s strategies; its future business development, financial condition and results of operations; the impact of technological advancements on the pricing of and demand for its services; competition in the mobile device charging service industry; Chinese governmental policies and regulations affecting the mobile device charging service industry; changes in its revenues, costs or expenditures; general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any duty to update such information, except as required under applicable law.

FAQ

What firms did Energy Monster (EM) hire to evaluate the going private proposal?

Energy Monster hired Kroll, as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as U.S. legal counsel to evaluate the going private proposal.

When did Energy Monster (EM) receive the going private proposal?

Energy Monster received the non-binding going private proposal on January 5, 2025.

Who submitted the going private proposal for Energy Monster (EM)?

The proposal was submitted by Trustar Mobile Charging Holdings , along with company executives including the Chairman/CEO Mars Guangyuan Cai, Director/President Peifeng Xu, CMO Victor Yaoyu Zhang, and Director/CFO Maria Yi Xin.

Is the Energy Monster (EM) going private deal confirmed?

No, the deal is not confirmed. The company stated that no decisions have been made and there is no assurance that a definitive agreement will be executed or that the transaction will be approved or completed.