• SDI Limited to be acquired by Beijing Guoci Kebo Technology Co., Ltd, a subsidiary of Shandong Sinocera Functional Material Co. Ltd
• SDI shareholders to receive A$1.40 per share in cash, representing a 65% premium to the pre-announcement share price
• SDI Board unanimously recommends the Scheme in the absence of a Superior Proposal

SDI Limited (ASX:SDI) has announced that it has entered into a Scheme Implementation Deed with Beijing Guoci Kebo Technology Co., Ltd, a wholly-owned subsidiary of Shenzen Stock Exchange listed Shandong Sinocera Functional Material Co. Ltd (Sinocera), under which Beijing Guoci will acquire 100% of the issued share capital of SDI by way of a scheme of arrangement. Under the terms of the Scheme, SDI shareholders will receive A$1.40 per SDI share in cash, which represents a 65% premium to the pre-announcement share price and a 56% premium to SDI's 30-day volume weighted average price up to and including 27 February 2026. The SDI Board unanimously recommends that shareholders vote in favour of the Scheme in the absence of a Superior Proposal and subject to an Independent Expert concluding that the Scheme is in the best interests of SDI shareholders. SDI's largest shareholder, an entity controlled by Jeffery James Cheetham (the Chairman of SDI who owns 45.9% of SDI's issued ordinary shares), has confirmed its intention to vote in favour of the Scheme. The acquisition will unite SDI's innovation capabilities, trusted brand portfolio and deep relationships across key markets with Sinocera's leading functional materials expertise, manufacturing scale and investment capacity, creating a stronger, more globally competitive platform in advanced dental materials.