Verification Opinion of Shenwan Hongyuan Securities on TCL Technology's Transaction Plan Adjustment Not Constituting a Major Adjustment
TCL Technology Group Corporation (hereinafter referred to as "the Company" or "the Listed Company") disclosed the "Draft Report on Issuing Shares and Paying Cash to Purchase Assets and Raising Supporting Funds" on March 31, 2026. The Company plans to issue shares and pay cash to acquire a 45.00% equity stake in Guangzhou Huaxing Optoelectronics Semiconductor Display Technology Co., Ltd. (hereinafter referred to as "Guangzhou Huaxing Semiconductor") and intends to issue shares to no more than 35 qualified specific investors to raise supporting funds (hereinafter referred to as "this transaction"). Upon completion of this transaction, the Listed Company will directly and indirectly control a total of 100.00% of the equity in Guangzhou Huaxing Semiconductor. The share issuance and cash payment for the asset acquisition are progressing normally, with the cash portion already initiated through self-owned funds. Considering the interests of all shareholders and the positive trend in the Company's operational development, the Company held the 23rd meeting of the 8th Board of Directors on June 1, 2026, and approved the proposal to cancel the fundraising arrangement for the share issuance to purchase assets (hereinafter referred to as "this adjustment").
Shenwan Hongyuan Securities Co., Ltd. (hereinafter referred to as "Shenwan Hongyuan" or "Independent Financial Advisor") has been entrusted by the Listed Company to act as the independent financial advisor for this transaction and has conducted a verification of the adjustment to the transaction plan, issuing the following verification opinion: