A Buyer consortium led by Recco Control Technology Pte. Ltd. and Dazheng Group announces that the consortium has submitted an increased all-cash offer of $26.50 per share, or approximately $1.64B, to acquire all outstanding shares of Hollysys Automation Technologies Ltd. (NasdaqGS:HOLI) in a letter sent to the board on November 8, 2023. Members of the consortium also include TFI Asset Management Limited, and Great Wall Capital Co., Ltd, who have entered into a memorandum of strategic cooperation with Recco Control Technology and Dazheng Group in connection with the proposed acquisition of Hollysys.

The consortium has engaged in constructive negotiation with lenders and is at the final stage to secure a binding and definitive commitment in support of the offer. The new $26.50 per share offer from the consortium represents: A 42% premium to Hollysys' closing share price of $18.66 on August 23, 2023 - the undisturbed price before the consortium resubmitted its previous bid to the Company on August 24; A 28.6% premium to Hollysys' closing share price of $20.60 on November 3, 2023 - the undisturbed price before Ascendent Capital announced its takeover offer on November 6; and An increase in price of 6% from the consortium's previous offer of $25 per share, which was presented to the Board on August 24, 2023. The consortium is aware that on November 6, Ascendent Capital Partners - who owns 13.7% of the Company - expressed its support for the special meeting first requested by over 32% of the Company's shareholders to the Board on August 24, 2023.

Ascendent has publicly requested that the Board hold the special meeting by December 1, 2023. Shareholders holding 46% of the shares are now demanding that the Board convene the requested special meeting. The consortium said, "This action by Hollysys' largest shareholder appears to be echoing our earlier advocacy and is reflective of shareholders' desire, and fundamental right, to have an independent Board in place that was elected by the shareholders themselves.

It also invites the obvious question whether the existing Board has any legitimacy in representing its shareholders after refusing to voluntarily convene the special meeting its own shareholders have requested. The consortium urges the Company's board of directors to listen to the voice of nearly half its shareholders. The Board must respect the rights of its shareholders and convene the legitimately requested special meeting without further delay.

A transparent and thorough sale process should be led by independent directors who represent, and are elected by, Hollysys shareholders. This is the best way to ensure value is maximized for all shareholders".