Securities Code: 002258 Securities Abbreviation: Li'er Chemical Announcement Number: 2026-029
Li'er Chemical Co., Ltd.
Announcement Regarding the Signing of a Conditional Share Transfer Agreement for a Portion of the Company's Shares by the Controlling Shareholder and Its Concerted Parties via Public Solicitation
The Company and the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed herein, without any false representations, misleading statements, or material omissions.
Key Content Highlights:
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This equity change is a concrete measure by Yuan Group and Huacai Technology to implement the central government and the Chinese Academy of Engineering Physics (hereinafter referred to as "CAEP") requirements for focusing on core responsibilities and deepening the reform of state-owned enterprises. Through public solicitation and evaluation, Sichuan Yuan Investment Holding Group Co., Ltd. (hereinafter referred to as "Yuan Group") and Sichuan Huacai Technology Co., Ltd. (hereinafter referred to as "Huacai Technology") intend to transfer 188,102,749 shares of Li'er Chemical Co., Ltd. (hereinafter referred to as "Li'er Chemical", "the Company", or "the Company") held by them to China Resources Double-Crane Pharmaceutical Co., Ltd. (hereinafter referred to as "Double-Crane Pharmaceutical") via agreement transfer. This represents 23.50% of the Company's total share capital. The transfer price is RMB 30.07 per share, and the total transfer price is RMB 5,656,249,662.43.
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This equity change does not constitute a related-party transaction and does not involve a tender offer. Double-Crane Pharmaceutical is expected to constitute a major asset restructuring as stipulated in the "Measures for the Administration of Major Asset Restructuring of Listed Companies." Upon completion of this equity change, the Company's controlling shareholder is expected to change from Yuan Group to Double-Crane Pharmaceutical, and the actual controller will change from CAEP to China Resources Limited.
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This share transfer is subject to approval by the state-owned assets supervision and administration department and requires confirmation of compliance from the anti-monopoly regulatory authorities and the Shenzhen Stock Exchange, as well as the completion of share transfer registration procedures with China Securities Depository and Clearing Corporation Limited. The completion of this share transfer is subject to certain uncertainties regarding the timing of approvals from relevant departments. The Company will fulfill its information disclosure obligations based on subsequent developments. Investors are advised to pay attention to investment risks.
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Upon obtaining confirmation of compliance from the Shenzhen Stock Exchange for this transfer, and within 5 working days thereafter, the transferor and transferee shall jointly apply to China Securities Depository and Clearing Corporation Limited Shenzhen Branch for the transfer registration of the subject shares.
Share Transfer Details
(I) Equity Change Overview
As of the announcement date, Yuan Group and Huacai Technology hold 190,376,009 shares and 67,358,015 shares of Li'er Chemical, respectively, representing 23.78% and 8.42% of the total share capital. Yuan Group is a wholly-owned subsidiary established by CAEP. Huacai Technology is a wholly-owned subsidiary established by the Chemical Materials Research Institute of CAEP. Yuan Group is the controlling shareholder of Li'er Chemical, and CAEP is the actual controller.
On July 29, 2026, after public solicitation and evaluation, Yuan Group and Huacai Technology signed the conditional "Share Transfer Agreement" with Double-Crane Pharmaceutical. Yuan Group will transfer 160,087,446 shares and Huacai Technology will transfer 28,015,303 shares to Double-Crane Pharmaceutical, totaling 188,102,749 shares, representing 23.50% of the Company's total share capital. The transfer price is RMB 30.07 per share, and the total transfer price is RMB 5,656,249,662.43.
After this equity change, Double-Crane Pharmaceutical will directly hold 188,102,749 shares of the Company, representing 23.50% of the total share capital, and is expected to become the controlling shareholder of the Company. China Resources Limited will become the actual controller of the Company.