Hubei Guangji Pharmaceutical Co., Ltd.
Announcement on Issuance of A Shares to Specific Objects Involving Related Party Transactions
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and there are no false records, misleading statements, or material omissions.
Key Information Reminders:
Hubei Guangji Pharmaceutical Co., Ltd. (hereinafter referred to as the "Company") plans to issue A shares to specific objects (hereinafter referred to as the "Current Issuance" or "Issuance to Specific Objects"). The issuance object, Changjiang Industrial Investment Group Co., Ltd. (hereinafter referred to as "Changjiang Industrial Investment Group"), is the controlling shareholder of the Company. Given that the Company has adjusted the plan for the Current Issuance, the Company and Changjiang Industrial Investment Group have signed the "Supplementary Agreement to the Conditional Effective Share Subscription Agreement for Issuance of A Shares to Specific Objects by Hubei Guangji Pharmaceutical Co., Ltd." (hereinafter referred to as the "Supplementary Agreement").
The aforementioned transaction constitutes a related party transaction and does not constitute a major asset restructuring as stipulated in the "Administrative Measures for Major Asset Restructuring of Listed Companies."
The issuance of shares to specific objects has been deliberated and approved at the fifteenth extraordinary meeting of the eleventh Board of Directors held on February 11, 2026, and the nineteenth extraordinary meeting of the eleventh Board of Directors held on July 20, 2026. It is subject to approval from the competent state-owned asset supervision authority (if required), approval by the Company's shareholders' meeting, approval by the Shenzhen Stock Exchange (hereinafter referred to as "SZSE"), and registration approval from the China Securities Regulatory Commission (hereinafter referred to as "CSRC") before it can be implemented.
There is uncertainty regarding whether the plan for the Current Issuance can obtain the relevant approvals and consents, as well as the timing of obtaining such approvals and consents. Investors are advised to pay attention to investment risks.
I. Overview of Related Party Transactions
(I) Transaction Overview
The number of shares to be issued in the Current Issuance will be determined by dividing the final confirmed total amount of raised funds by the share issuance price. If the calculation does not result in an integer, it shall be rounded down to the nearest whole number. The number of shares to be issued shall not exceed 94,936,708 shares (inclusive). This number does not exceed 30% of the Company's total share capital before the Current Issuance. The total amount of raised funds shall not exceed RMB 600 million (inclusive). After deducting issuance expenses, the funds will be used to repay loans and supplement working capital. Changjiang Industrial Investment Group plans to subscribe for all the shares to be issued in cash. On July 20, 2026, given that the Company has adjusted the plan for the Current Issuance, the Company and Changjiang Industrial Investment Group signed the "Supplementary Agreement to the Conditional Effective Share Subscription Agreement for Issuance of A Shares to Specific Objects by Hubei Guangji Pharmaceutical Co., Ltd."
(II) Related Party Relationship
Changjiang Industrial Investment Group is the controlling shareholder of the Company, and the Current Issuance constitutes a related party transaction.