Securities Code: 002203
Securities Abbreviation: Hailiang Shares
Announcement No.: 2026-057
Zhejiang Hailiang Co., Ltd.
Announcement on the Acquisition of Part of the Equity of a Controlled Subsidiary and Related Party Transaction
The Company and the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed in this announcement and assume joint and several liability for any false representations, misleading statements, or material omissions therein.
Key Information and Risk Warning:
-
Zhejiang Hailiang Co., Ltd. (hereinafter referred to as the "Company" or "Hailiang Shares" or "Listed Company") intends to acquire 18.6916% of the equity of its controlled subsidiary Gansu Hailiang New Energy Materials Co., Ltd. (hereinafter referred to as "Gansu Hailiang" or the "Target Company") for RMB 97,159.8 million. Upon completion of this transaction, the Company will directly hold 67.2897% of the equity in Gansu Hailiang.
-
This acquisition is a strategic initiative by the Company to align with industry development trends and optimize its industrial layout. In recent years, through continuous R&D investment, the Company has achieved several technological breakthroughs in the high-performance copper foil sector and remains optimistic about the long-term growth opportunities in this field. Facing uncertainties such as industry cyclical fluctuations and technological iteration, the Company will adhere to its core business, maintain a stable layout, and develop steadily. The Company will closely monitor industry changes and focus on post-investment management and resource integration to achieve the intended strategic goals of this acquisition. Investors are advised to be aware of investment risks.
The Company held the 14th meeting of the 9th Board of Directors on July 29, 2026, and deliberated and approved the "Proposal on the Acquisition of Part of the Equity of a Controlled Subsidiary and Related Party Transaction" with 7 votes in favor, 0 against, and 0 abstentions. Related directors Mr. Feng Luoming and Mr. Wang Shuguang recused themselves from voting. The relevant matters are hereby announced as follows:
I. Overview of Related Party Transaction
(I) Background and Purpose of the Transaction
- Enhance Profitability and Promote Sustainable Development
Gansu Hailiang is a controlled subsidiary of the Company, holding 48.5981% of its equity, and is the main domestic production base for the Company's copper foil business. Since the Company's strategic layout in the new energy industry chain and its global copper foil strategy in 2021, Gansu Hailiang has, through continuous deep cultivation, achieved differentiated competitive advantages in process technology, cost control, and quality stability. Its performance has been validated by major customers, laying the foundation for deeper cooperation. In 2025, Gansu Hailiang achieved operating revenue of RMB 5.626 billion, a year-on-year increase of 62.57%; copper foil sales volume reached 64,100 tons, a year-on-year increase of 75.40%. In 2025, Gansu Hailiang turned losses into profits, with net profit increasing from a net loss of RMB 247 million in 2024 to a profit of RMB 42.1703 million in 2025.
Benefiting from the rapid development of the copper foil industry and strong market demand, Gansu Hailiang's future operating revenue is expected to continue growing rapidly, and its profitability will be further enhanced. This transaction, by acquiring a portion of the minority shareholder's equity, will further increase the Company's net profit attributable to the parent company's shareholders and its overall competitiveness, contributing to the Company's sustainable development.
- Optimize Equity Structure and Improve Governance Level
To further optimize Gansu Hailiang's equity and asset structure, improve operational decision-making efficiency, and reduce the proportion of related party transactions with the controlling shareholder, some minority shareholders intend to reduce their holdings, leading to this transaction. Upon completion of the transaction, the Company's control over Gansu Hailiang will be further strengthened, enhancing Gansu Hailiang's management efficiency and the Company's governance level. Simultaneously, it will benefit the return to the Company's shareholders.