NIO Inc. (NYSE: NIO; HKEX: 9866; SGX: NIO) (“NIO” or the “Company”), a pioneer and a leading company in the premium smart electric vehicle market, today announced that it has entered into a share subscription agreement with CYVN Holdings L.L.C., an investment vehicle majority owned by the Abu Dhabi Government strategically focused on advanced and smart mobility (the “Investor” or “CYVN Holdings”), pursuant to which the Investor will invest an aggregate of US$738.5 million in cash to subscribe 84,695,543 newly issued Class A ordinary shares of the Company at a per share purchase price of US$8.72, being the volume weighted average price of Class A ordinary shares (as adjusted for the American depository share-to-Class A ordinary share ratio) on the New York Stock Exchange over the seven consecutive trading days immediately preceding June 19, 2023 (the “Investment Transaction”).

The Investment Transaction is subject to customary closing conditions and the closing is expected to take place in early July 2023. The share issuance is conducted as a private placement in reliance on Regulation S under the Securities Act of 1933, as amended, (the “Securities Act”) to be exempt from registration. The Investor has agreed not to sell, transfer or dispose of any shares acquired in the Investment Transaction for six months after the closing.

Concurrently, the Company is aware that the Investor has entered into a share purchase agreement with an affiliate of Tencent (the “Existing Shareholder”) pursuant to which the Investor will purchase 40,137,614 Class A ordinary shares of the Company beneficially owned by the Existing Shareholder (the “Secondary Share Transfer”). Upon the closing of the Investment Transaction and Secondary Share Transfer, the Investor will beneficially own approximately 7.0% of the Company’s total issued and outstanding shares.

Upon or after closing of the Investment Transaction, the Investor will be entitled to nominate one director to the Company’s board of directors so long as it continues to beneficially own no less than 5% of the Company’s outstanding share capital. Such appointment will be subject to the requirements of applicable laws, regulations, listing rules and the Company’s articles of association.

In addition, NIO and the Investor agreed to cooperate to jointly pursue opportunities in NIO’s international business following the closing of the Investment Transaction.

“The strategic investments from CYVN Holdings demonstrate NIO’s unique values in the smart electric vehicle industry. The Investment Transaction will further strengthen our balance sheet to power our continuous endeavors in accelerating business growth, driving technological innovations and building long-term competitiveness,” said William Bin Li, founder, chairman and chief executive officer of NIO. “In addition, we are excited about the prospect of partnering with CYVN Holdings to expand our international business. With the vision of Blue Sky Coming, we will continue to strive for technological breakthroughs and user experiences beyond expectations, contributing to a more sustainable future for the globe.”

“Our strategic investments in NIO are driven by our appreciation of its leading brand, innovative and premium products, and proven technological capabilities in the smart electric vehicle market,” said Jassem Al Zaabi, Chairman and Managing Director of CYVN Holdings. “We are excited to develop strategic partnerships with NIO, and are fully committed to providing strategic value that will support NIO’s international business growth. We will join hands with NIO to drive the global energy transition and sustainable growth for the whole humanity.”