On December 29, 2025, SMART Modular Technologies, a wholly owned indirect subsidiary of the Company, entered into a Stock Transfer Agreement, by and among Seller, Lexar Europe B.V., Zilia Technologies Industria e Comercio de Componentes Eletronicos Ltda., Shenzhen Longsys Electronics Co., Ltd., and Shanghai Intelligent Memory Semiconductor Co., Ltd. Pursuant to the Stock Transfer Agreement, Seller will sell to Buyer Seller’s remaining 19% interest in Zilia Technologies for a purchase price of $46.08M. Upon the closing of the Transaction, Penguin will no longer hold any interest in Zilia Technologies. The closing is subject to certain customary closing conditions and is expected to occur on or about March 30, 2026 and no later than April 28, 2026.
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