Stock Code: 002848 Stock Abbreviation: Gospell Listing Venue: Shenzhen Stock Exchange
Gospell Digital Technology Co., Ltd. (Gospell Industrial Park, Guanshandong Street, Suxian District, Chenzhou City, Hunan Province)
2026 Prospectus for Issuance of A-Shares to Specific Targets (Draft)
Sponsor (Lead Underwriter): Hengtai Changcai Securities Co., Ltd.
Registered Address: Rooms 717, 719, 720, 721, 723, 725, 7th Floor, Zone C, Runde Building, No. 3333 Xiantai Street, West of Xiantai Street, North of Weixing Road, Economic and Technological Development Zone, Changchun City, Jilin Province
June 2026
Statement
The Company and all directors, members of the Audit Committee, and senior management warrant that this prospectus contains no false records, misleading statements, or material omissions, and guarantee the truthfulness, accuracy, and completeness of the disclosed information.
The Company's person-in-charge, the person-in-charge of accounting work, and the person-in-charge of the accounting institution guarantee the truthfulness and completeness of the financial and accounting data in this prospectus.
Any decision or opinion made by the China Securities Regulatory Commission (CSRC) or the exchange regarding this issuance does not indicate their guarantee of the truthfulness, accuracy, or completeness of the application documents and disclosed information, nor does it constitute a substantive judgment or guarantee of the issuer's profitability, investment value, or investor returns. Any statement to the contrary is a false representation.
According to the Securities Law, after the securities are issued in accordance with the law, the issuer is responsible for changes in its operations and earnings. Investors shall independently judge the investment value of the issuer, make their own investment decisions, and bear the investment risks arising from changes in the issuer's operations and earnings or fluctuations in securities prices after the issuance.
Important Notice
The Company specifically requests that investors read the full content of this prospectus carefully before making investment decisions and pay special attention to the following important matters.
I. Overview of the Issuance of A-Shares to Specific Targets
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Matters related to this issuance of shares to specific targets have been deliberated and approved by the Company's 28th meeting of the 5th Board of Directors, 29th meeting of the 5th Board of Directors, 30th meeting of the 5th Board of Directors, 2nd Extraordinary General Meeting of 2026, 3rd meeting of the 6th Board of Directors, and 3rd Extraordinary General Meeting of 2026, and the approval for this share issuance has been obtained from Weifang State-owned Assets Supervision and Administration Commission. This issuance of shares to specific targets is subject to approval by the Shenzhen Stock Exchange and the registration decision by the CSRC before it can be implemented.
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The target of this issuance of A-shares to specific targets is Changsha Jushen, which intends to subscribe for all shares issued by the Company in this offering in cash. The number of shares to be issued is determined by dividing the total amount of raised funds by the issue price, not exceeding 50,145,000 shares (inclusive), and not exceeding 30% of the Company's total share capital before this issuance. The final number of shares will be determined by the Board of Directors or authorized persons, based on the authorization of the General Meeting of Shareholders and in consultation with the sponsor (lead underwriter), after the issuance application is approved by the Shenzhen Stock Exchange and registered by the CSRC, and in accordance with actual circumstances or changes in regulatory policies or requirements of issuance registration documents. If the listed company's shares undergo ex-rights or ex-dividend events such as dividend payments/cash dividends, bonus shares, or capitalization of capital reserves between the pricing base date and the issuance date, the number of shares issued will be adjusted accordingly.