CITIC Securities Co., Ltd.
Due Diligence Opinion on the Transaction Constituting a Major Asset Restructuring and Not Constituting a Related Party Transaction
Beijing Lideman Biochemical Co., Ltd. (hereinafter referred to as the "Company" or "Listed Company") plans to acquire 235,040,700 shares of Beijing Sciphar Ruiyao Biological Products Co., Ltd. (hereinafter referred to as "Sciphar Ruiyao"), representing 61.50% of the issued shares of Sciphar Ruiyao, from Hainan Baimai Investment Co., Ltd., Hainan Sciphar Baijiahui Technology Development Co., Ltd., and Nanjing Baijiarui Enterprise Management Consulting Partnership (Limited Partnership) through a cash payment.
CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities" or "Independent Financial Advisor"), as the independent financial advisor for the Listed Company's transaction, has conducted a due diligence on whether the transaction constitutes a major asset restructuring and a related party transaction. The details are as follows:
I. The Transaction Constitutes a Major Asset Restructuring