300142SZSE
🚨 Material Event

2026 Annual Plan for Issuance of A-Shares to Specific Targets (Revised Draft)

Walvax Biotechnology Co., Ltd.··53 pages

✨ AI Summary

Walvax Biotechnology plans to issue A-shares to Tengyun Xinwo to raise up to 2.203 billion RMB for working capital. This transaction will result in a change of control, with Tengyun Xinwo becoming the controlling shareholder and its actual controller, Huang Tao, becoming the actual controller of the company. The issuance is subject to shareholder approval, regulatory review, and registration.

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Full Translation

AI Translation· gemini_document

Stock Abbreviation: Walvax Biotechnology

Stock Code: 300142

Yunnan Walvax Biotechnology Co., Ltd.

(Address: No. 395 Kexin Road, High-tech Zone, Kunming, Yunnan Province)

2026 Annual Plan for Issuance of A-Shares to Specific Targets (Revised Draft)

August 2026

Statement

  1. The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, confirming that there are no false records, misleading statements, or major omissions, and assume individual and joint liability for the truthfulness, accuracy, completeness, and timeliness of its contents.

  2. This plan is prepared in accordance with the Securities Law of the People's Republic of China, the Administrative Measures for the Issuance and Registration of Securities by Listed Companies, and other requirements.

  3. Upon completion of this issuance of shares to specific targets, the Company shall be solely responsible for changes in its operations and earnings; investors shall be solely responsible for investment risks arising from this issuance.

  4. This plan is the Board of Directors' explanation of this issuance of shares to specific targets; any statement to the contrary is a false statement.

  5. The matters stated in this plan do not represent a substantive judgment, confirmation, or approval by the approval authorities regarding the relevant matters of this issuance. The matters stated herein are subject to approval by the Company's general meeting of shareholders, review by the State Administration for Market Regulation regarding concentration of undertakings (if required), approval by the Shenzhen Stock Exchange, and registration with the China Securities Regulatory Commission (CSRC) before they can be implemented.

  6. If investors have any questions, they should consult their stockbroker, lawyer, professional accountant, or other professional advisor.

Special Notice

The terms or abbreviations used in this section have the same meanings as those defined in the "Definitions" section of this plan.

  1. The plan for this issuance of shares to specific targets has been deliberated and approved at the third meeting of the sixth session of the Board of Directors, the second extraordinary general meeting of shareholders in 2026, and the seventh meeting of the sixth session of the Board of Directors. It remains subject to approval by the Company's general meeting of shareholders, review by the State Administration for Market Regulation regarding concentration of undertakings (if required), approval by the Shenzhen Stock Exchange, registration with the CSRC, and other necessary administrative approvals (if applicable) before implementation.

  2. The target of this issuance is Tengyun Xinwo. Tengyun Xinwo will subscribe for the shares issued by the Company in this offering using RMB cash.

  3. The pricing base date for this issuance is the first day of the issuance period. After this issuance is registered with the CSRC, the issuance period shall be determined by the Board of Directors or authorized persons, as authorized by the shareholders' meeting, based on market conditions and the principle of protecting the interests of small and medium-sized investors. The issuance price shall be 80% of the average trading price of the issuer's shares for the 20 trading days preceding the pricing base date (Average trading price for the 20 trading days preceding the pricing base date = Total trading amount for the 20 trading days preceding the pricing base date / Total trading volume for the 20 trading days preceding the pricing base date).

If the Company has ex-rights or ex-dividend matters such as dividend distribution, bonus shares, or capitalization of capital reserves between the pricing base date and the issuance date, the issuance price will be adjusted accordingly.

  1. The number of shares to be issued is determined by dividing the total amount of raised funds by the issuance price (if the calculation result is less than 1 share, the remainder shall be rounded down, and the consideration for the fractional share shall be gifted to the issuer), not exceeding 207,983,751 shares, and not exceeding 30% of the issuer's total share capital prior to this issuance.

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