Stock Code: 002827 Stock Abbreviation: Gaozheng Civil Explosives Listing Venue: Shenzhen Stock Exchange
Tibet Gaozheng Civil Explosives Co., Ltd.
Acquisition Report
Listed Company Name: Tibet Gaozheng Civil Explosives Co., Ltd.
Stock Listing Venue: Shenzhen Stock Exchange
Stock Abbreviation: Gaozheng Civil Explosives
Stock Code: 002827
Acquirer: Tibet Geological and Mineral Group Co., Ltd.
Acquirer Domicile: No. 21 Beijing Middle Road, Lhasa, Tibet Autonomous Region (within the premises of the Regional Bureau of Geology and Mineral Exploration)
Acquirer Correspondence Address: No. 21 Beijing Middle Road, Lhasa, Tibet Autonomous Region (within the premises of the Regional Bureau of Geology and Mineral Exploration)
Signing Date: August 2026 [blank]
Acquirer Statement
The terms or abbreviations used in this statement have the same meanings as those defined in the "Definitions" section of the Acquisition Report.
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This report is prepared by the Acquirer in accordance with the Company Law, the Securities Law, the Administrative Measures for the Takeover of Listed Companies, the Standards No. 16, and other relevant laws, regulations, and normative documents.
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In accordance with the provisions of the Company Law, the Securities Law, the Administrative Measures for the Takeover of Listed Companies, and the Standards No. 16, this report has fully disclosed the shares in Gaozheng Civil Explosives in which the Acquirer has an interest. As of the signing date of this report, except for the shareholding information disclosed herein, the Acquirer does not have an interest in Gaozheng Civil Explosives through any other means.
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The Acquirer has obtained the necessary authorizations and approvals to sign this report, and its performance does not violate or conflict with any provisions of the Acquirer's articles of association or internal rules.
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As of the signing date of this report, this change in equity has not yet officially taken effect. This change in equity is still subject to obtaining a no-objection opinion from the anti-monopoly authority regarding the concentration of business operators (if required), obtaining a compliance confirmation opinion from the Shenzhen Stock Exchange, and completing the share transfer registration procedures with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited.
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This acquisition is conducted between different entities under the actual control of the State-owned Assets Supervision and Administration Commission of the Tibet Autonomous Region. It does not lead to a change in the actual controller of the listed company and meets the conditions for exemption from increasing shareholdings by way of a tender offer as stipulated in Article 62, Paragraph 1, Item (1) of the Administrative Measures for the Takeover of Listed Companies. Meanwhile, this acquisition belongs to the gratuitous transfer of state-owned shares, resulting in the Acquirer's interest in the listed company exceeding 30% of its issued shares, which meets the conditions for exemption from issuing a tender offer as stipulated in Article 63, Paragraph 1, Item (1) of the Administrative Measures for the Takeover of Listed Companies.
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This acquisition is conducted based on the information stated in this report. Except for the Acquirer and the professional institutions engaged by it, no other person has been entrusted or authorized to provide information not listed in this report or to make any interpretation or explanation of this report.
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The Acquirer promises that this report does not contain any false records, misleading statements, or major omissions, and assumes individual and joint legal liability for its authenticity, accuracy, and completeness.
Table of Contents
Definitions 3
Section 1 Introduction to the Acquirer 4
Section 2 Acquisition Decision and Purpose 9
Section 3 Acquisition Method 11
Section 4 Sources of Funds 16
Section 5 Circumstances Exempt from Issuing a Tender Offer 17
Section 6 Subsequent Plans 19
Section 7 Impact on the Listed Company 21
Section 8 Major Transactions with the Listed Company 24
Section 9 Trading of Listed Company Shares in the Previous Six Months 25
Section 10 Financial Information of the Acquirer 26
Section 11 Other Major Matters 31
Section 12 Documents Available for Inspection 32