Guangzhou Haige Communication Group Co., Ltd.
Announcement on Progress of Capital Increase and Strategic Investor Introduction for Wholly-Owned Subsidiary via Public Listing
The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
I. Transaction Overview
Guangzhou Haige Communication Group Co., Ltd. (hereinafter referred to as the "Company") held the 33rd meeting of the Sixth Board of Directors on November 13, 2025, and reviewed and approved the "Proposal on Capital Increase and Strategic Investor Introduction for Wholly-Owned Subsidiary via Public Listing." The Company's wholly-owned subsidiary, Guangzhou Tian Teng Industry Development Co., Ltd. (hereinafter referred to as "Tian Teng Industry"), plans to introduce strategic investors through a public listing for capital increase. The capital increase funds shall not exceed RMB 800 million, and the Company waives its preemptive subscription rights for Tian Teng Industry's capital increase. Tian Teng Industry was officially listed on the Guangdong United Property Rights Exchange Center starting November 21, 2025.
To improve the efficiency of winning bids and facilitate the financing process, the Company held the 5th meeting of the Seventh Board of Directors on July 6, 2026, and reviewed and approved the "Proposal on Adjusting the Listing Price for the Subsidiary's Capital Increase Project." Based on the "Asset Appraisal Report on the Entire Equity Value of Shareholders of Guangzhou Tian Teng Industry Development Co., Ltd. Involved in the Proposed Capital Increase" (Cai Xing Zi Ping Zi [2025] No. 564) issued by Guangdong Cai Xing Asset Appraisal and Real Estate Valuation Co., Ltd., as of the appraisal base date of July 31, 2025, the appraised value of Tian Teng Industry's total shareholder equity was RMB 104,167.08 million. The Company adjusted the listing price of Tian Teng Industry (i.e., pre-increase valuation) from RMB 104,200 million to not less than RMB 104,167.08 million. The conditions of the announcement remain unchanged.
II. Transaction Progress
Recently, the Company received the "Transaction Certificate" from the Guangdong United Property Rights Exchange Center. i-China Capital II (Beijing) Emerging Industry Equity Investment Fund Partnership (Limited Partnership) (hereinafter referred to as "i-China Capital II Fund") successfully won the bid for RMB 799,736,969.64. The Company and Tian Teng Industry signed the "Investment Agreement" and relevant supplementary agreements with i-China Capital II Fund.
This transaction does not constitute a related-party transaction, nor does it constitute a major asset restructuring as defined by the "Administrative Measures for Major Asset Restructuring of Listed Companies."
III. Basic Information of the Counterparty to the Transaction
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Company Name: i-China Capital II (Beijing) Emerging Industry Equity Investment Fund Partnership (Limited Partnership)
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Unified Social Credit Code: 91110102MAE5213T7F
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Enterprise Type: Limited Partnership
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Registered Address: Floor 12, Building 6, Financial Street, Xicheng District, Beijing, 1201
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General Partner: ICBC Capital Management Co., Ltd.
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Registered Capital: RMB 1,000,000 million
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Date of Establishment: November 8, 2024
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Partner Information:
| No. | Partner Name | Subscribed Capital (RMB million) | Shareholding Ratio (%) |
|---|---|---|---|
| 1 | ICBC Financial Asset Investment Co., Ltd. | 999,900 | 99.99% |
| 2 | ICBC Capital Management Co., Ltd. | 100 | 0.01% |
| Total | 1,000,000 | 100% |