Response to the Inquiry Letter Regarding the Major Asset Purchase by Tibet Development Co., Ltd.
Shenzhen Stock Exchange:
On February 12, 2026, we received your inquiry letter titled "Inquiry Letter Regarding the Major Asset Purchase by Tibet Development Co., Ltd." (Mergers and Acquisitions Inquiry Letter [2026] No. 2). After careful verification of the issues listed in the letter, we hereby respond to your inquiries as follows:
Question 9
The restructuring report shows that as of the assessment benchmark date, the book value of the target company's net assets is 951,442,600 yuan. The income method assessment result for the target company is 1,221,620,000 yuan, with an appreciation rate of 28.40%. The asset-based assessment value for the target company is 1,196,046,100 yuan, with an appreciation rate of 25.71%, mainly due to the appreciation of fixed assets and intangible assets (land use rights). The asset-based assessment result was chosen as the final assessment result for this transaction. Based on the aforementioned assessment results, your company and the counterparty negotiated and determined the transaction price to be 292,000,000 yuan. Additionally, in September 2025, your company disclosed an announcement indicating that the restructuring investor would repay the target company’s capital occupation amounting to 146,167,600 yuan owed by the former controlling shareholder and related parties. In December 2025, the target company's shareholders resolved to distribute dividends of 60,000,000 yuan each to your company and Carlsberg. This assessment did not consider the impact of the aforementioned matters on the assessment results.