Announcement on Capital Increase and Share Expansion of Subsidiary Xinwanda Power Technology Co., Ltd.
The company and all members of the board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and there are no false records, misleading statements, or major omissions.
Special Risk Warning:
Xinwanda Electronics Co., Ltd. (hereinafter referred to as "Xinwanda" or "the Company") subsidiary, Xinwanda Power Technology Co., Ltd. (hereinafter referred to as "Xinwanda Power" or "the Subsidiary"), plans to conduct a capital increase and share expansion (hereinafter referred to as "C+ round financing" or "this capital increase and share expansion"), introducing Sunshine Power Co., Ltd. (hereinafter referred to as "Sunshine Power") and Tianqi Lithium (Shehong) Co., Ltd. (hereinafter referred to as "Shehong Tianqi").
After this capital increase and share expansion, the Company's shareholding ratio in Xinwanda Power will decrease from 27.18% to 26.38%, which may bring the risk of weakened control or loss of control. If the Company cannot maintain dominant decision-making power at the shareholder meeting and board of directors level in the future, or if the shareholding ratio further decreases, Xinwanda Power may no longer be included in the Company's consolidated financial statements. The Company will strictly follow relevant regulatory requirements, prudently assess changes in control, fulfill information disclosure obligations in a timely manner, and actively take measures to protect the interests of the Company and all shareholders.
Investors are kindly reminded to pay attention to investment risks.
I. Transaction Overview
- Basic Transaction Information
On July 24, 2026, the Company held the 29th meeting of the 6th Board of Directors, which reviewed and approved the "Proposal on the Capital Increase and Share Expansion of Subsidiary Xinwanda Power Technology Co., Ltd.". It was agreed that Sunshine Power and Shehong Tianqi plan to jointly invest RMB 805 million in Xinwanda Power, subscribing for 42,513.7170 million shares of new registered capital, corresponding to a total shareholding of 2.93% in Xinwanda Power after this capital increase.
After this capital increase and share expansion, the registered capital of Xinwanda Power will increase from RMB 14,090,154,880 to RMB 14,515,292,050. Xinwanda Huizhou New Energy Co., Ltd. holds a shareholding ratio in Xinwanda Power that will change from 27.18% to 26.38%. Considering that Xinwanda has control over the operational and management activities of Xinwanda Power, Xinwanda Power will still be a subsidiary included in the Company's consolidated financial statements. As of the disclosure date of this announcement, the C+ round investors have signed or will sign the "Capital Increase Agreement for Xinwanda Power Technology Co., Ltd." (hereinafter referred to as the "Capital Increase Agreement") with Xinwanda Power and its controlling shareholder and actual controller.
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According to the "Shenzhen Stock Exchange GEM Stock Listing Rules" (hereinafter referred to as the "Listing Rules"), the "Articles of Association of Xinwanda Electronics Co., Ltd." (hereinafter referred to as the "Articles of Association"), and the "Management System for External Investments of Xinwanda Electronics Co., Ltd.", this transaction does not constitute a related-party transaction. After the board of directors reviews this transaction, it does not need to be submitted for shareholder approval.
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This transaction does not constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies" and does not require approval from relevant departments. The Company will, based on the progress of this transaction, fulfill the necessary decision-making and approval procedures in accordance with relevant laws, regulations, and the Articles of Association, and will fulfill information disclosure obligations in a timely manner.
II. Basic Information of Investors