Zeekr Group Announces Completion of Merger

Rhea-AI Summary

Zeekr Group (NYSE: ZK) announced completion of its merger with Keystone Mergersub, an indirect wholly-owned subsidiary of Geely, effective December 22, 2025. As a result, Zeekr has become a wholly-owned subsidiary of Geely and has ceased to be publicly traded.

At the Effective Time, each Zeekr ordinary share was cancelled in exchange for either US$2.687 cash or 1.23 newly issued Geely shares per Zeekr share (holder election). Each Zeekr ADS (10 shares) was cancelled for US$26.87 cash or 12.3 Geely shares per ADS (holder election). Hong Kong non-professional investors receive cash only.

The company requested NYSE trading suspension and Form 25 delisting, and plans to file Form 15 to suspend SEC reporting obligations.

Positive

• Merger completed effective Dec 22, 2025
• Shareholders received $2.687 cash per Zeekr share option
• ADS holders received $26.87 cash per Zeekr ADS option
• Shareholders could elect 1.23 Geely shares per Zeekr share
• Zeekr is now a wholly-owned subsidiary of Geely

Negative

• Zeekr ADSs suspended from trading effective Dec 22, 2025
• Company requested NYSE delisting and SEC deregistration
• Reporting obligations to the SEC will be suspended
• Hong Kong non-professional investors restricted to cash consideration

Key Figures

Cash per Zeekr Share US$2.687 Merger consideration per ordinary share

Share Exchange Ratio 1.23 Geely Shares Per Zeekr Share alternative merger consideration

Cash per Zeekr ADS US$26.87 Merger consideration per ADS (10 Zeekr Shares)

ADS Share Exchange 12.3 Geely Shares Per Zeekr ADS, delivered via Geely ADSs

Zeekr Par Value US$0.0002 Par value per Zeekr ordinary share

Geely Nominal Value HK$0.02 Nominal value per Geely ordinary share

Shareholder meeting date September 15, 2025 Extraordinary general meeting approving Merger Agreement

Trading suspension date December 22, 2025 Requested suspension of Zeekr ADSs on NYSE

Market Reality Check

$26.73 Last Close

Volume Volume 1,236,094 is 3.05x the 20-day average of 405,279, indicating elevated trading ahead of the merger completion. high

Technical Shares at $26.73, trading below the 200-day MA $27.28 as the go-private deal closes.

Peers on Argus

While ZK gained 0.49%, peers like PSNY and PSNYW rose 7.21% and 19.05%, respectively, suggesting today’s move was driven by company-specific merger news rather than a broad sector rotation.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 01	Delivery update	Positive	+0.0%	Reported November deliveries growth and cumulative users across Zeekr and Lynk & Co.
Nov 21	Merger logistics	Neutral	-0.4%	Confirmed election deadlines and expected closing timing for Geely merger.
Nov 16	Q3 2025 earnings	Positive	-1.0%	Strong revenue growth, higher margins, and sharply reduced net loss for Q3.
Oct 20	Earnings scheduling	Neutral	+4.5%	Announced date and timing for upcoming Q3 2025 results release.
Oct 01	Delivery update	Positive	-1.1%	Reported strong September deliveries and new model launches across brands.

Pattern Detected

Operational and earnings positives (strong deliveries, revenue growth, narrowing losses) often saw muted or negative next-day moves, while procedural or neutral items showed mixed reactions.

Recent Company History

Over the last few months, Zeekr highlighted delivery growth, with 51,159 units in September and 63,902 in November updates, and Q3 2025 revenues of RMB31,562m alongside a sharply reduced net loss of RMB307m. In parallel, the company progressed through its merger process with Geely, from agreement announcement to shareholder approval and election deadlines. Today’s completion of the merger and resulting privatization follows that previously disclosed timeline.

Market Pulse Summary

This announcement confirms completion of Zeekr’s merger with Geely, making Zeekr a wholly-owned subsidiary and ending its status as a publicly traded company. Investors receive either cash or Geely shares per Zeekr share or ADS, with trading on the NYSE suspended from December 22, 2025. Historically, acquisition milestones for this deal produced modest price moves, underscoring that terms and closing risk were largely understood well before completion.

Key Terms

american depositary share financial

"Each american depositary share of the Company (each, a "Zeekr ADS", representing ten Zeekr Shares)..."

An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.

form 25 regulatory

"requested that NYSE file a Form 25 with the Securities and Exchange Commission..."

A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.

form 15 regulatory

"by promptly filing a Form 15 with the SEC."

A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.

dissenting shares regulatory

"other than the Excluded Shares, the Dissenting Shares and the Purported Dissenting Shares..."

Dissenting shares are shares held by investors who formally oppose a proposed corporate action—such as a merger or takeover—and choose to demand a cash payment for the value of their stock instead of accepting the deal’s terms. This matters to investors because it can slow or complicate a transaction, trigger a legal process to set a fair price, and affect how much cash a company must pay out, which in turn influences the financial outcome for all shareholders.

american depositary shares financial

"which will be delivered in the form of American depositary shares of Geely..."

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

par value financial

"each ordinary share, par value US$0.0002 per share, of the Company..."

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

AI-generated analysis. Not financial advice.

HANGZHOU, China, Dec. 22, 2025 /PRNewswire/ -- ZEEKR Intelligent Technology Holding Limited ("Zeekr Group" or the "Company") (NYSE: ZK), the world's leading premium new energy vehicle group, today announced the completion of its merger (the "Merger") with Keystone Mergersub Limited ("Merger Sub"), an indirect wholly-owned subsidiary of Geely Automobile Holdings Limited ("Geely"), pursuant to the previously announced Agreement and Plan of Merger (the "Merger Agreement"), dated July 15, 2025, by the Company, Geely and Merger Sub. As a result of the Merger, the Company has become a wholly-owned subsidiary of Geely and has ceased to be a publicly traded company.

Pursuant to the Merger Agreement, which was approved by the Company's shareholders at an extraordinary general meeting on September 15, 2025, at the effective time of the Merger (the "Effective Time"), each ordinary share, par value US$0.0002 per share, of the Company (each, a "Zeekr Share") issued and outstanding immediately prior to the Effective Time, has been cancelled and cease to exist, in exchange for the right to receive, without interest, (i) US$2.687 in cash per Zeekr Share or (ii) 1.23 newly issued ordinary shares of Geely of a nominal value of HK$0.02 each (each, a "Geely Share") per Zeekr Share, in each case, at the Company's shareholders election, and each American depositary share of the Company (each, a "Zeekr ADS", representing ten Zeekr Shares) issued and outstanding immediately prior to the Effective Time has been cancelled and cease to exist, in exchange for the right to receive, without interest, (i) US$26.87 in cash per Zeekr ADS or (ii) 12.3 newly issued Geely Shares per Zeekr ADS, which will be delivered in the form of American depositary shares of Geely (each representing twenty Geely Shares), in each case, at the Company's ADS holders' election, other than the Excluded Shares, the Dissenting Shares and the Purported Dissenting Shares (each as defined in the Merger Agreement). Each Zeekr Share or Zeekr ADS held by a Hong Kong Non-Professional Investor (as defined in the Merger Agreement), however, have been cancelled in exchange for the right to receive US$2.687 in cash for each Zeekr Share or US$26.87 in cash for each Zeekr ADS, and will not be exchanged for the right to receive any Geely Shares.

The Company also announced today that it requested that trading of Zeekr ADSs on the New York Stock Exchange (the "NYSE") be suspended effective December 22, 2025 (New York Time). The Company requested that NYSE file a Form 25 with the Securities and Exchange Commission (the "SEC") notifying the SEC of the delisting of the Zeekr ADSs on the NYSE and the deregistration of the Company's registered securities. The Company intends to suspend its reporting obligations under the Securities Exchange Act of 1934, as amended, by promptly filing a Form 15 with the SEC. The Company's obligation to file with the SEC certain reports and forms, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of the Form 15 and will cease once the deregistration becomes effective.

Kroll, LLC (operating through its Duff & Phelps Opinions Practice) is serving as financial advisor to a committee of independent directors established by the board of directors of the Company (the "Special Committee"). Simpson Thacher & Bartlett LLP is serving as U.S. legal counsel to the Special Committee. Davis Polk & Wardwell LLP is serving as U.S. legal counsel to the Company. Ogier is serving as Cayman Islands legal counsel to the Special Committee.

Citigroup Global Markets Asia Limited is serving as financial advisor to Geely. Latham & Watkins LLP is serving as U.S. legal counsel to Geely. Maples and Calder (Hong Kong) LLP is serving as Cayman Islands legal counsel to Geely.

About Zeekr Group

Zeekr Group, headquartered in Zhejiang, China, is the world's leading premium new energy vehicle group from Geely Holding Group. With two brands, Lynk & Co and Zeekr, Zeekr Group aims to create a fully integrated user ecosystem with innovation as a standard. Utilizing its state-of-the-art facilities and world-class expertise, Zeekr Group is developing its own software systems, e-powertrain, and electric vehicle supply chain. Zeekr Group's values are equality, diversity, and sustainability. Its ambition is to become a true global new energy mobility solution provider.

For more information, please visit https://ir.zeekrgroup.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. 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. In some cases, forward-looking statements can be identified by words or phrases such as "may," "will," "expect," "anticipate," "future," "target," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to," or other similar expressions. 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.

Investor Relations Contact

In China:

ZEEKR Intelligent Technology Holding Limited
Investor Relations
Email: ir@zeekrlife.com

Piacente Financial Communications
Tel: +86-10-6508-0677
Email: Zeekr@thepiacentegroup.com

In the United States:

Piacente Financial Communications
Brandi Piacente
Tel: +1-212-481-2050
Email: Zeekr@thepiacentegroup.com

Media Contact

Email: Globalcomms@zeekrgroup.com

View original content:https://www.prnewswire.com/news-releases/zeekr-group-announces-completion-of-merger-302647823.html

SOURCE ZEEKR Intelligent Technology Holding Limited

FAQ

What consideration did Zeekr (ZK) shareholders receive in the Dec 22, 2025 merger?

Each Zeekr share was cancelled for either $2.687 cash or 1.23 Geely shares per share, per shareholder election.

How much cash did Zeekr ADS (ZK) holders receive in the merger completed Dec 22, 2025?

Each Zeekr ADS was cancelled for $26.87 cash or 12.3 Geely shares per ADS, by ADS holder election.

Will Zeekr (ZK) remain listed on the NYSE after Dec 22, 2025?

No. The company requested trading suspension effective Dec 22, 2025 and asked NYSE to file Form 25 for delisting.

What happens to Zeekr's SEC reporting after the merger on Dec 22, 2025?

The company intends to file Form 15 to suspend its reporting obligations, with deregistration to follow.

Are Hong Kong non-professional Zeekr investors eligible for Geely shares in the merger?

No. Hong Kong non-professional investors receive cash only — $2.687 per share or $26.87 per ADS.

Who advised the Zeekr special committee on the merger with Geely?

Kroll (Duff & Phelps Opinions Practice) served as financial advisor and Simpson Thacher served as U.S. legal counsel to the special committee.