Guocheng Mining Co., Ltd.
Announcement on Progress of Changes in Shareholder Equity
Gansu Jianxin Industrial Group Co., Ltd. and Guocheng Holdings Group Co., Ltd. guarantee that the information provided to this company is true, accurate, and complete, and contains no false records, misleading statements, or significant omissions.
The Company and all members of the Board of Directors guarantee that the content of this announcement is consistent with the information provided by the information disclosure obligors.
- Overview of the Current Change in Equity
Guocheng Mining Co., Ltd. (hereinafter referred to as the "Company" or "Listed Company") controlling shareholder Guocheng Holdings Group Co., Ltd. (hereinafter referred to as "Guocheng Group") and its concerted party Gansu Jianxin Industrial Group Co., Ltd. (hereinafter referred to as "Jianxin Group") signed the "Share Transfer Agreement between Gansu Jianxin Industrial Group Co., Ltd. and Hangzhou Jicheng Enterprise Management Partnership (Limited Partnership) concerning Guocheng Mining Co., Ltd." (hereinafter referred to as the "Share Transfer Agreement") with Hangzhou Jicheng Enterprise Management Partnership (Limited Partnership) (hereinafter referred to as "Hangzhou Jicheng") on June 29, 2026. Jianxin Group intends to transfer 59,253,386 unrestricted tradable shares of the Company to Hangzhou Jicheng through an agreement transfer, accounting for 5.00% of the Company's total share capital. According to the "Share Transfer Agreement", the transaction price is 95% of the Company's closing price in the secondary market on the trading day prior to the signing of the "Share Transfer Agreement", which is RMB 30.64 per share, totaling RMB 1,815,523,747.
For detailed content, please refer to the "Notice of Change in Shareholder Equity" (2026-051), "Brief Report on Change of Equity (I)", and "Brief Report on Change of Equity (II)" published by the Company on the designated information disclosure media on July 1, 2026.
- Progress of the Current Change in Equity
(1) Signing of Supplementary Agreement
The Company received notification from Guocheng Group and its concerted party Jianxin Group that Guocheng Group, Jianxin Group, and Hangzhou Jicheng signed the "<Share Transfer Agreement> Supplementary Agreement" (hereinafter referred to as the "Supplementary Agreement") on July 1, 2026. Guocheng Group and Jianxin Group agreed to transfer 59,253,386 unrestricted tradable shares of the Company to Hangzhou Jicheng in accordance with the terms and conditions of the "Supplementary Agreement", accounting for 5.00% of the Company's total share capital. According to the "Supplementary Agreement", the transaction price is 90% of the Company's closing price in the secondary market on the trading day prior to the signing of the "Supplementary Agreement", which is RMB 30.80 per share, totaling RMB 1,825,004,288.80.
(2) Introduction to the Parties to the Share Transfer
- Basic Information of the Transferor
(1) Basic Information of Jianxin Group
| Name | Gansu Jianxin Industrial Group Co., Ltd. |
|---|---|
| Company Type | Limited Liability Company |
| Registered Capital | RMB 550 million |
| Registered Address | 3rd Floor, Building 11, Yinxing Road, Qiaoxi Community, Chengguan Town, Huixian County, Longnan City, Gansu Province |
| Correspondence Address | 11th Floor, Building 19, Block 16, South Fourth Ring Road West, Fengtai District, Beijing |
| Legal Representative | Wu Cheng |
| Term of Operation | December 18, 1998 to December 31, 2099 |
| Unified Social Credit Code | 91621227710290209J |
| Business Scope | General items: Sales of metal ores; Sales of chemical products (excluding licensed chemical products); Sales of building materials; Leasing of non-residential real estate; Sales of mechanical equipment; Wholesale of hardware products; Sales of instruments and meters; Sales of rubber products; Sales of plastic products (excluding licensed business, independent business operations are permitted for projects not prohibited or restricted by laws and regulations) |