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
(Declaration Draft)
Sponsor (Lead Underwriter)
Financial Street Securities
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
August 2026
Statement
The Company and all directors, members of the audit committee, and senior management warrant that this prospectus does not contain any false records, misleading statements, or major omissions, and guarantee the truthfulness, accuracy, and completeness of the disclosed information.
The person in charge of the Company, 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 stock exchange regarding this issuance does not imply 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 solely 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 caused by changes in the issuer's operations and earnings or fluctuations in securities prices after the issuance.
Important Matters Notice
The Company specifically requests investors to carefully read the full content of this prospectus and pay special attention to the following important matters before making investment decisions.
I. Overview of the Issuance of A-Shares to Specific Targets
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Matters related to this issuance have been approved by the 28th, 29th, and 30th meetings of the 5th Board of Directors, the 2nd Extraordinary General Meeting of 2026, the 3rd meeting of the 6th Board of Directors, and the 3rd Extraordinary General Meeting of 2026. Approval has been obtained from Weifang State-owned Assets Control for this share issuance. This issuance is subject to review by the Shenzhen Stock Exchange and the registration decision by the CSRC.
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The target of this issuance is Changsha Jushen, which intends to subscribe for all shares in cash. The number of shares to be issued is determined by dividing the total proceeds by the issue price, not exceeding 50,145,000 shares (inclusive), and not exceeding 30% of the total share capital prior to the issuance. The final number of shares will be determined by the Board of Directors or authorized personnel in consultation with the sponsor (lead underwriter) based on actual conditions, regulatory policy changes, or registration requirements after obtaining approval. If ex-rights or ex-dividend events such as cash dividends, bonus shares, or capitalization of capital reserves occur between the pricing benchmark date and the issuance date, the number of shares will be adjusted accordingly.
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The pricing benchmark date for this issuance is the first day of the issuance period. The issue price shall not be less than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date (Average trading price = total trading amount for the 20 trading days / total trading volume for the 20 trading days). If ex-rights or ex-dividend events occur between the pricing benchmark date and the issuance date, the issue price will be adjusted accordingly.