Securities Code: 300008 Securities Abbreviation: Tianhai Defense Announcement No.: 2026-059
Announcement on the Acquisition of 65% Equity in LvNeng Heavy Industry (Zhenjiang) Co., Ltd.
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 major omissions.
I. Overview of the Transaction
(I) Basic Situation of This Transaction
The current shipping industry is experiencing continuous improvement in its business climate, leading to a scarcity of shipbuilding capacity along the Yangtze River. Tianhai Defense Equipment Technology Co., Ltd. (hereinafter referred to as "Tianhai Defense" or "the Company") has a full order book, and its existing capacity is nearing saturation. The Company intends to expand its shipbuilding bases, increase its construction capacity, secure scarce dock resources along the Yangtze River, ensure timely delivery of vessels, and further solidify its core competitiveness in the shipbuilding business.
In light of the above reasons, Jiangsu Dajin Heavy Industry Co., Ltd. (hereinafter referred to as "Dajin Heavy Industry"), a wholly-owned subsidiary of the Company, intends to acquire 65% of the equity in LvNeng Heavy Industry (Zhenjiang) Co., Ltd. (hereinafter referred to as "LvNeng Zhenjiang") held by Jiangsu LvNeng Heavy Industry Equipment Co., Ltd. (hereinafter referred to as "LvNeng Heavy Industry") using its own funds of RMB 34.775 million, and intends to sign an "Equity Acquisition Agreement" with LvNeng Heavy Industry. Upon completion of this transaction, LvNeng Zhenjiang will become a controlling subsidiary of the Company and will be included in the Company's consolidated financial statements. Dajin Heavy Industry will hold 65% of the equity in LvNeng Zhenjiang.
(II) Approval Status
The Company held the 22nd meeting of the 6th Board of Directors on July 30, 2026, and approved the "Proposal on the Acquisition of 65% Equity in LvNeng Heavy Industry (Zhenjiang) Co., Ltd." For details, please refer to the "Announcement on the Resolution of the 22nd Meeting of the 6th Board of Directors" (Announcement No.: 2026-058) disclosed by the Company on the same day.
According to the "Rules Governing the Listing of Stocks on the Growth Enterprise Market of the Shenzhen Stock Exchange," the "Administrative Measures for Major Asset Restructuring of Listed Companies," and the "Articles of Association" and other relevant regulations, this transaction does not constitute a major asset restructuring or a related-party transaction. This transaction falls within the scope of review by the Board of Directors and does not require submission to the Company's shareholders' meeting for approval.
II. Basic Information of the Transaction Counterparty
Name: Jiangsu LvNeng Heavy Industry Equipment Co., Ltd.
Enterprise Type: Limited Liability Company