Special Reminder:
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Due to Tianmao Group's intention to adjust its business structure, it faces significant uncertainties that may have a major impact on the company. In accordance with the Shenzhen Stock Exchange Listing Rules and relevant laws and regulations, Tianmao Group intends to actively withdraw its A-share stock from trading on the Shenzhen Stock Exchange by shareholders' meeting resolution and will apply to transfer to the delisting section managed by the National Small and Medium Enterprises Share Transfer System after the stock is delisted.
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To fully protect the interests of investors, the company will initiate a protection mechanism for dissenting shareholders and other shareholders. Jingmen Weituo Hongcheng Management Partnership (Limited Partnership) will provide cash options to all A-share shareholders registered on the cash option equity registration date, excluding Xinyi Group, Wang Wei, and Liu Yiqian (limited sale or shares with rights restrictions).
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The company's stock (abbreviated as *ST Tianmao, stock code: 000627) has been continuously suspended from trading since the market opened on August 14, 2025. The decision to actively terminate the company's stock listing has been approved by the company's first extraordinary shareholders' meeting in 2025. The company will submit an application for active termination of listing to the Shenzhen Stock Exchange within fifteen trading days after the shareholders' meeting makes the termination resolution. The company's stock will enter the cash option distribution, exercise declaration, and settlement phase and will no longer be traded. Investors are advised to pay attention to investment risks. Eligible A-share shareholders will receive one cash option right for every share they hold that is eligible for cash options, except for shares with restrictions on sale or rights.
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Shareholders declaring cash options cannot declare options for shares that are subject to restrictions, have been frozen, pledged, or have other rights limitations. The maximum number of shares a shareholder can declare is the number of shares they hold that are not subject to restrictions, pledges, judicial freezes, or other rights limitations as of the close of trading on the cash option equity registration date. If shares declared for cash options are subsequently restricted, frozen, pledged, or subject to third-party rights after the declaration is completed, the cash option declaration for those shares will be invalidated from the time the restrictions occur. Investors holding Tianmao Group stock through margin accounts and needing to declare cash options must transfer the corresponding shares to their regular securities accounts no later than the cash option equity registration date. On the cash option distribution date, the corresponding cash options will be distributed to the investor's securities account, and investors must declare cash options through their securities accounts on the declaration date. Investors engaged in repurchase agreements must complete early repurchase procedures no later than the trading day before the cash option equity registration date. Investors participating in stock pledge repurchase transactions must also complete early repurchase procedures by the cash option equity registration date. After the company's stock enters the delisting section, investors in the Shenzhen Stock Connect may be unable to transfer their stocks, and they are advised to pay attention to investment risks.
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Shareholders who receive cash options can declare to exercise their cash options during the declaration period (specific dates to be announced) from 9:30 AM to 11:30 AM and from 1:00 PM to 3:00 PM, based on the cash option exercise price of 1.60 yuan per share. They will transfer their shares to the cash option provider, Jingmen Weituo Hongcheng Management Partnership (Limited Partnership). If eligible A-share shareholders do not declare or effectively declare their cash options during the declaration period, they will not receive the corresponding cash consideration.