The official website of the State Administration for Market Regulation announced the "acquisition of equity interests in TD Tech Co., Ltd. by Huawei Technologies Co., Ltd. and Chengdu High-tech Investment Group Co., Ltd.". This attention-grabbing dispute has made significant new progress. In this transaction, Huawei, Chengdu High-tech and other operators plan to jointly acquire 100% of the shares of TD Tech.
Before this transaction, Huawei and Nokia Solutions and Networks GmbH & Co.KG (Nokia) indirectly held 100% of the shares of TD Tech and jointly controlled TD Tech.
After the transaction, Huawei, Chengdu High-tech Investment Group Co., Ltd., Chengdu High-tech Jicui Technology Co., Ltd., Huagai Venture Capital Management (Beijing) Co., Ltd. and other operators will collectively hold 100% of the equity of TD Tech through their jointly established holding companies and jointly control TD Tech.
Chengdu High-tech Investment Group Co., Ltd. (collectively known as "Chengdu High-tech Investment Group" with its related entities) was established in the China (Sichuan) Pilot Free Trade Zone on October 28, 1996. Its main business is industrial investment, construction and development, and park supporting value-added services. The State-owned Assets Finance Bureau of Chengdu High-tech Industrial Development Zone holds 90% of the shares and holds a controlling stake.
Chengdu High-tech Jicui Technology Co., Ltd. ("Chengdu Jicui") was established in the China (Sichuan) Pilot Free Trade Zone on May 27, 2020. Its main business is industrial investment, and the State-owned Assets Finance Bureau of the Du High-tech Industrial Development Zone holds 100% of the shares.
Huagai Venture Capital Management (Beijing) Co., Ltd. (collectively referred to as "Huagai" with its related entities) was established in Beijing, China on June 11, 2015. Its main business is private equity fund management and investment. Its ultimate controllers are Xu Xiaolin and Lu Binghui.
TD Tech was established in Beijing, China on March 24, 2005. Its main business is the research and development and promotion of communication solutions for industry customers. The ultimate controllers before the transaction were Huawei and Nokia.
After Huawei was continuously sanctioned by the United States, TD Tech obtained the design and technology authorization for Huawei mobile phones, manufacturing and selling its own brand of smartphones. The models and specifications are exactly the same as Huawei mobile phones. For example, N8Pro is a replica of nova8Pro, TDTECHM40 is a replica of Mate40, and P50, Mate50, etc. even have the same names.
Let’s review the historical evolution of this incident——
In June 2006, the telecommunications equipment businesses of Nokia and Siemens merged, with each party investing 50% to establish Nokia Siemens Networks (Nokia Siemens Networks).
In April 2007, Siemens sold all its shares in TDTECH to Nokia Siemens Networks.
In 2011, TD Tech established a wholly-owned subsidiary, Chengdu TD Tech, to focus on the research, development and promotion of communication solutions for industry customers.
In July 2013, Nokia acquired 50% of Nokia Siemens' shares held by Siemens for 1.7 billion euros and renamed the company Nokia Solutions and Networks, thereby holding 51% of TDTECH's shares.
In April 2023, New Oriental New Materials announced that it planned to acquire 51% of TDTECH's equity from Nokia through a fixed increase of 20 million yuan, with a transaction consideration of 2.1216 billion yuan.
Huawei immediately publicly raised strong objections, claiming that it had no intention or possibility to jointly operate TDTECH with New Oriental New Materials. Follow-up measures include but are not limited to exercising the right of first refusal, selling all shares and withdrawing, and terminating relevant technology authorizations for TDTECH and its affiliated companies.
In September 2023, New Oriental New Materials issued an announcement and received a notice from Nokia to terminate the sale of 51% of TDTECH's shares, and the transaction fell through.