China Modern Dairy launches conditional cash offer for China Shengmu

CLSA Limited, on behalf of China Modern Dairy Holdings Ltd., has launched a possible mandatory conditional cash offer to acquire all issued shares of China Shengmu Organic Milk Limited. This excludes shares already held or agreed to be acquired by China Modern Dairy and Start Great Holdings Limited. The offeror and parties acting in concert will hold 30% or more of total shares following SPA completion, triggering a mandatory general offer under Takeovers Code Rule 26.1. The offer price is HK$0.35 in cash per share.

The board of China Shengmu Organic Milk Limited has established an independent board committee, comprising five non-executive directors (Mr. Sun Qian, Ms. Shao Lijun, Mr. Wang Liyan, Mr. Wu Liang, and Mr. Sun Yansheng) with no direct or indirect interest in the offer. This committee will recommend to shareholders whether the offer is fair and reasonable and whether to accept it.

Gram Capital Limited has been appointed as the independent financial adviser to the independent board committee. As of November 10, 2025, China Shengmu has 8.38 bn shares in issue and 42.34 m unvested CSM share awards. Shareholders are advised to exercise caution as the offer is contingent on SPA completion.