Stock Code: 002870
Stock Abbreviation: Xiangshan Shares
Announcement Number: 2026-040
Guangdong Xiangshan Weighing Apparatus Group Co., Ltd. announces the supplementary agreement regarding the share subscription agreement with specific objects and related transactions. The company and all members of the board guarantee that the content of the information disclosure is true, accurate, and complete, without false records, misleading statements, or significant omissions.
Important Content Reminder:
After deliberation and approval by the board of directors of Guangdong Xiangshan Weighing Apparatus Group Co., Ltd. (hereinafter referred to as "the Company"), the pricing benchmark date for the stock issuance in 2025 to specific investors (hereinafter referred to as "this issuance" or "this issuance to specific investors") has been changed from "the announcement date of the resolution of the 5th meeting of the 7th board of directors" to "the first day of the issuance period," with corresponding changes to the issuance price and quantity. For specific details, please refer to the announcement titled "Announcement on Adjusting the Issuance Price and Quantity of Stocks to Specific Investors" disclosed by the Company on the Giant Tide Information Network (http://www.cninfo.com.cn) (Announcement Number: 2026-039).
On June 3, 2026, the Company held the 13th meeting of the audit committee of the 7th board of directors, the 7th special meeting of independent directors of the 7th board of directors, and the 16th meeting of the 7th board of directors, where the relevant proposals for adjusting the pricing benchmark date, issuance price, and quantity of this issuance and signing the supplementary agreement were approved. On the same day, the Company signed the "Supplementary Agreement of Share Subscription Agreement with Conditions Precedent (III)" with Ningbo Joyson Electronic Corp. (hereinafter referred to as "Joyson Electronics"). The pricing benchmark date for the Company's issuance of stocks to specific investors is set as the first day of the issuance period, with the issuance price being no less than 80% of the average trading price of the Company's stocks over the previous 20 trading days. The issuance quantity will be determined by the total amount of funds raised divided by the issuance price, and shall not exceed 30% of the total share capital of the Company before this issuance. Joyson Electronics agrees to subscribe for all shares issued by the Company in this issuance according to the relevant provisions of the "Share Subscription Agreement with Conditions Precedent" and its supplementary agreements. Joyson Electronics is the controlling shareholder of the Company, and this transaction constitutes a related party transaction. Related directors abstained from voting on the proposals, which were reviewed and unanimously approved by non-related directors.
This transaction does not constitute a major asset reorganization or restructuring as defined by the "Administrative Measures for Major Asset Restructuring of Listed Companies." The issuance of stocks to specific investors has been approved by the Shenzhen Stock Exchange and is pending approval from the China Securities Regulatory Commission for registration. After completing the above approval procedures, the Company will apply to the Shenzhen Stock Exchange and the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. for stock issuance, registration, and listing matters, completing all reporting approval procedures for this issuance of A-shares to specific investors. There is uncertainty regarding whether the above reporting matters will receive relevant approvals or registrations, and investors are advised to pay attention to investment risks.