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ECARX (ECX) agrees RMB1.8B deal for profitable Flyme auto and mobile OS

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

ECARX Holdings Inc. has entered a definitive agreement to acquire the entire Flyme software business from DreamSmart Group for RMB1.8 billion (approximately USD266 million). The deal covers Flyme Auto, already deployed by ECARX in over 2 million vehicles, and the broader cross-device Flyme OS platform.

The acquisition will be executed via purchase of 100% of the equity in a carved-out entity, valued at RMB1.824 billion as of May 31, 2026, which is expected to hold all key Flyme IP, R&D teams and customer contracts within six months after closing. About 70% of the price will be funded by 10-year syndicated bank loans from Chinese commercial banks and about 30% from internal sources, followed by a planned RMB200 million capital injection.

Management states that the Flyme platform has achieved profitability in 2026 on management accounts and is intended to be run as an independent software division. ECARX highlights that owning Flyme’s end-to-end OS capabilities is meant to align its hardware and software roadmaps and expand software licensing and integration revenues in the growing in-car intelligence market.

Positive

  • Transforms software capabilities with profitable, production-proven OS – ECARX is acquiring a Flyme platform that is already deployed in over 2 million vehicles and has achieved profitability in 2026 on management accounts, potentially strengthening its position in the fast-growing in-car intelligence market.

Negative

  • None.

Insights

ECARX is making a large, debt-funded bet to own a profitable, production-proven vehicle and cross-device OS stack.

ECARX plans to acquire the full Flyme software business for RMB1.8 billion, near an independently assessed equity value of RMB1.824 billion. The platform is already deployed in over 2 million vehicles and has achieved profitability in 2026 on management accounts, indicating commercial traction.

Strategically, integrating Flyme’s end-to-end OS with ECARX’s existing hardware aims to deepen its role in software-defined vehicles and expand revenue from licensing, custom development and cockpit systems. The carve-out structure is intended to transfer all key IP, R&D teams and OEM contracts into a single entity within six months after closing.

Financially, the transaction relies on a balanced mix of roughly 70% 10-year syndicated bank loans and 30% internal sources, plus a planned RMB200 million capital injection. Actual impact will depend on execution of the carve-out, retention of core talent, completion of IP transfer and maintaining Flyme’s profitability under ECARX ownership.

Purchase price RMB1.8 billion (≈USD266 million) Aggregate consideration for 100% equity in Acquired Entity
Independent valuation RMB1.824 billion Equity value of Acquired Entity as of May 31, 2026
Debt funding share 70% of consideration Syndicated bank loans from Chinese commercial banks, 10-year maturity
Internal funding share 30% of consideration Internal sources including offset of existing loans to DreamSmart
Post-closing capital injection RMB200 million Capital support for Acquired Entity after deal closing
Flyme Auto deployment Over 2 million vehicles Flyme Auto OS deployed in production vehicles via ECARX
ECARX tech footprint Over 11 million vehicles ECARX technology deployed across global vehicle fleet
Flyme R&D history Over 15 years Continuous R&D and mass-market deployment of Flyme OS
definitive agreement financial
"today announced it has entered into a definitive agreement to acquire the entire Flyme software business portfolio"
A definitive agreement is a formal, legally binding document that outlines the final terms and conditions of a deal or transaction, such as a sale or partnership. It acts like a detailed contract that confirms all parties have agreed on the key details, making the deal official. For investors, it signals that the agreement is settled and moving toward completion, providing clarity and security about the transaction.
carve-out financial
"The acquisition will be structured as a clean carve-out from DreamSmart Group"
A carve-out is when a company separates a business unit, product line, or asset and turns it into its own standalone entity, often by selling it or listing it separately. For investors, it matters because the split can reveal the separated unit’s true value, change cash flow and risk profiles, and create new investment opportunities or one-time costs — like taking a slice of a cake off the whole to sell or show its individual worth.
intelligent automotive computing technical
"a leading global supplier of intelligent automotive computing and software solutions"
intelligent cockpit system technical
"rising revenue from software licensing, custom development and intelligent cockpit system deliveries"
total addressable market financial
"The global in-car intelligence market represents a massive, fast-growing total addressable market"
Total addressable market is the total potential sales opportunity for a product or service if it were to reach every possible customer. It helps investors understand the maximum size of the market and the growth potential for a business. Think of it as the entire pie available to be shared, indicating how big the opportunity could be.
software-defined vehicle technical
"Securing the rights to the full Flyme software stack is a defining moment for ECARX’s software-defined vehicle vision"
A software-defined vehicle is a car whose capabilities, performance and user features are driven primarily by software running on its electronic systems rather than fixed mechanical parts, similar to how a smartphone gains new features through apps and updates. For investors this matters because revenue and value can shift from one-time hardware sales to ongoing software services, faster feature upgrades and broader aftermarket opportunities, while introducing dependencies on software development, cybersecurity and regulatory compliance.

FAQ

What is ECARX (ECX) acquiring in the Flyme software transaction?
ECARX is acquiring the entire Flyme software business, including Flyme Auto in-vehicle cockpit OS and the cross-device Flyme OS. The deal covers all related IP, R&D teams, engineering resources, OEM customer contracts and operational infrastructure in a newly carved-out entity.

How much is ECARX (ECX) paying for the Flyme software business?
ECARX agreed to pay total consideration of RMB1.8 billion, approximately USD266 million, for 100% of the equity in the carved-out Flyme entity. An independent valuation as of May 31, 2026 assessed the equity value at RMB1.824 billion, close to the agreed purchase price.

How will ECARX (ECX) finance the Flyme acquisition?
The acquisition is expected to be funded by about 70% syndicated bank loans from Chinese commercial banks with 10-year maturity and about 30% internal sources, including offset of certain existing loans to DreamSmart. ECARX will also inject RMB200 million into the acquired entity after closing.

Is the Flyme software platform already in commercial use with ECARX (ECX)?
Yes. Flyme Auto OS is already deployed by ECARX in over 2 million production vehicles across multiple OEM partners. The broader Flyme OS platform spans vehicles, smartphones and wearables, reflecting more than 15 years of R&D and global mass-market deployment experience.

What strategic benefits does ECARX (ECX) expect from owning Flyme OS?
ECARX believes owning the full Flyme OS stack will align its hardware and software roadmaps and strengthen end-to-end operating system capabilities. Management highlights opportunities to grow software licensing, integration services and connected car ecosystem monetization in the expanding in-car intelligence market.

What conditions must be satisfied before the Flyme deal for ECARX (ECX) can close?
Closing is subject to standard preconditions, including satisfactory financial, legal and technical due diligence, completion of full intellectual property transfer, retention of core Flyme talent and absence of material adverse change events. Payment is split between signing and completion of equity transfer.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 

 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of June 2026
 
Commission File Number: 001-41576
 

 
ECARX Holdings Inc.
(Translation of registrant’s name into English)
 

Second Floor North
International House
1 St. Katharine’s Way
London E1W 1UN
United Kingdom
(Address of principal executive office)
 

 
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
 
Form 20-F x      Form 40-F o
 


INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

This current report on Form 6-K, including the exhibits hereto, is incorporated by reference into the post-effective amendment No. 2 to the registration statement on Form F-1 on Form F-3 (File No. 333-271861) and registration statement on Form F-3 (File No. 333-288811) and shall be a part of such registration statements from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.



EXHIBIT INDEX

Exhibit No.
Description
10.1
Equity Purchase Agreement
99.1
Press Release – ECARX Enters Definitive Agreement to Acquire Full Flyme Software Business, Securing End-to-End OS Capabilities



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.




ECARX Holdings Inc.



By

/s/ Dylan D. Jeng
Name
:
Dylan D. Jeng
Title
:
Chief Financial Officer

Date: June 22, 2026









ECARX Enters Definitive Agreement to Acquire Full Flyme Software Business,
Securing End-to-End OS Capabilities
•Full acquisition of Flyme Auto and Flyme OS secures a mature, production-proven software stack, strengthening proprietary software stack and end-to-end OS capabilities.
•Flyme Auto OS already deployed by ECARX in over two million vehicles to date.

LONDON, June 22 2026 /PRNewswire/ — ECARX Holdings Inc. (Nasdaq: ECX) (“ECARX”), a leading global supplier of intelligent automotive computing and software solutions, today announced it has entered into a definitive agreement to acquire the entire Flyme software business portfolio, comprising Flyme Auto, an in-vehicle cockpit operating system, and a cross-device Flyme operating system.

Flyme Auto OS is already deployed by ECARX in over 2 million production vehicles across multiple OEM partners. Flyme OS is a mature mobile operating system built on more than 15 years of continuous R&D iteration and mass-market deployment experience. The platform has proven scalable commercial traction and mature industrialization capacity, with implementations spanning a broad ecosystem of devices including passenger vehicles, smartphones and smart wearables.

This definitive agreement represents a significant expansion of the preliminary acquisition plan announced in April 2026. Following completion of due diligence, ECARX decided that a full acquisition best serves its long-term product and strategic objectives.

This will be implemented by acquiring 100% of the equity interest in a new entity carved out from DreamSmart Group, Hubei Qiguang Technology Co., Ltd. (the “Acquired Entity”), from its three selling shareholders, for an aggregate total transaction consideration of RMB1.8 billion (approximately USD266 million).

The acqusition will be structured as a clean carve-out from DreamSmart Group (DreamSmart), the Acquired Entity is expected to obtain ownership of the entire Flyme business portfolio, comprising Flyme Auto and Flyme OS. The two software platforms deliver end-to-end full-stack software infrastructure spanning multi-screen cabin interaction, seamless mobile-IoT-vehicle connectivity, core middleware, UI/UX frameworks and comprehensive application development toolkits. Within six months after the closing date of the deal, the Acquired Entity will house all mission-critical Flyme intellectual property, R&D teams, engineering resources, OEM customer contracts and supporting operational infrastructure, free of legacy liabilities.

The selling parties comprise Wuhan Xingji Meizu Technology Co., Ltd., Zhuhai Meizu Technology Co., Ltd., and Hubei Xingji Meizu Group Co., Ltd.

An independent valuation as of May 31, 2026 determined the the Acquired Entity’s equity value at RMB1.824 billion, with the transaction consideration comprising RMB1.8 billion (approximately USD266 million) for full equity purchase. The target software platform has


achieved profitability in 2026 on management accounts, underpinned by rising revenue from software licensing, custom development and intelligent cockpit system deliveries.

The global in-car intelligence market represents a massive, fast-growing total addressable market, as automakers migrate from simple smartphone mirroring solutions toward embedded native operating systems that offer deeper hardware integration and AI capabilities. The Flyme full-stack OS positions ECARX to capture a significantly larger share of this long-term growth opportunity by offering a proprietary, end-to-end software architecture.

The transaction is expected to be funded via a balanced mix of approximately 70% syndicated bank loans from Chinese commercial banks on market terms and with a 10-year maturity; and approximately 30% from internal sources including offset of certain existing loans to DreamSmart. Payment will follow a two-phase schedule: 30% of the consideration due within 30 days after signing, with the remaining 70% payable within 30 days after completion of equity transfer. After closing ECARX will support the Acquired Entity with a RMB200 million capital injection to support operations. Closing remains subject to standard preconditions, including satisfactory financial, legal and technical due diligence, full IP transfer, core talent retention and no material adverse change events.

Ziyu Shen, Founder and CEO of ECARX Holdings Inc commented:
“Securing the rights to the full Flyme software stack is a defining moment for ECARX’s software-defined vehicle vision. This acquisition aligns our hardware and software roadmaps, and delivers a proprietary end-to-end operating system to sharpen our competitive positioning with global OEMs. Flyme’s proven cross-device ecosystem and proven mass-production footprint will unlock substantial sustainable new revenue streams through software licensing, integration services and connected car ecosystem monetization.”

Upon completion, ECARX will operate Flyme as an independent software division, preserving R&D continuity and ensuring seamless transition for existing customers. Existing operators of Flyme OS will continue to receive updates for the foreseeable future, with user data remaining in each individual operator’s ownership. ECARX and the Flyme team will jointly advance integrated vehicle-to-mobile intelligent experiences while scaling cockpit software licensing to global automotive partners.

= end =

About ECARX Holdings
ECARX (Nasdaq: ECX), headquartered in London, is a leading global automotive intelligence company. ECARX provides the intelligent brain that powers the next generation of software-defined and AI defined vehicles. The company delivers end-to-end, full-stack solutions spanning advanced system-on-chip hardware, high-performance central computing platforms, intelligent cockpit technology, Advanced Driver Assistance Systems, cloud connectivity and physical AI, alongside bespoke vehicle software and intelligent operating systems. As automakers transition to software-first and AI-first vehicle architectures, ECARX empowers automakers to streamline integration, reduce systemic complexity and optimize long-term cost efficiency. ECARX's proven technology is


deployed across over 11 million vehicles worldwide and is currently partnered with 18 global automakers and 28 vehicle brands to shape the future of automotive intelligence. Founded in 2017 and listed on Nasdaq in 2022, ECARX operates from 13 major international locations across Europe, the Americas and Asia, with a global team of over 1,400 employees.

About Flyme OS
Flyme is a mature multi-branch operating system covering automotive, smartphones and smart wearables, forged from over 15 years of continuous R&D and global mass deployment. Created by Meizu, its lineup includes Flyme AI-OS for mobile, AR and wearable devices, alongside Flyme Auto, an automotive-grade cockpit OS powering over 2 million production vehicles globally. The platform delivers seamless cross-device interconnection, native in-car AI functionality and native compatibility with existing global mirroring solutions from Apple and Android.


Source: View Original Filing on SEC EDGAR

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