Securities Code: 300420
Securities Abbreviation: Wuyin Intelligent Control
Announcement Number: 2026-046
Jiangsu Wuyin Intelligent Control Co., Ltd.
Announcement on Signing the "Performance Compensation Agreement" for Equity Acquisition
The Company and the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.
Special Notice:
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On June 3, 2026, Jiangsu Wuyin Intelligent Control Co., Ltd. (hereinafter referred to as "Wuyin Intelligent Control" or "the Company") signed the "Equity Acquisition Agreement of Dongguan Kesiwei Cooling Technology Co., Ltd." (hereinafter referred to as the "Acquisition Agreement") with the shareholders of Dongguan Kesiwei Cooling Technology Co., Ltd. (hereinafter referred to as "Kesiwei Cooling") — Shi Peipei, Wang Wei, and Liu Song — to acquire 51% of Kesiwei Cooling's equity in cash. The above matter has been reviewed and approved by the 18th meeting of the 5th Board of Directors of the Company.
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On June 26, 2026, the Company's shareholders Hou Youfu, Cai Min, and Sun Jinying ("Transferors") signed the "Share Transfer Agreement between Hou Youfu, Cai Min, Sun Jinying and Shi Peipei regarding Jiangsu Wuyin Intelligent Control Co., Ltd." (hereinafter referred to as the "Share Transfer Agreement"). Hou Youfu, Cai Min, and Sun Jinying intend to transfer 56,911,809 shares of the Company held by them (accounting for 5.0979% of the total share capital of the Company) to Shi Peipei through an agreement transfer.
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On June 26, 2026, the Company, Shi Peipei, Wang Wei, Liu Song, and Shenzhen Gaowu Excellence Intelligent Technology Partnership (Limited Partnership), and Yao Xiaochun signed the "Performance Compensation Agreement regarding the Equity Acquisition of Dongguan Kesiwei Cooling Technology Co., Ltd. between Jiangsu Wuyin Intelligent Control Co., Ltd. and Shi Peipei, Wang Wei, Liu Song, Shenzhen Gaowu Excellence Intelligent Technology Partnership (Limited Partnership), and Yao Xiaochun" (hereinafter referred to as the "Performance Compensation Agreement"). This agreement stipulates performance compensation, accounts receivable compensation, inventory compensation, asset impairment compensation, pledge of the remaining 49% equity of the target company, pledge and phased release of pledge of the Company's shares transferred to Shi Peipei, and market value commitment of the controlling shareholder of the Company, among other matters, for the acquisition of 51% equity of Kesiwei Cooling.
The above matters have been reviewed and approved by the 19th meeting of the 5th Board of Directors of the Company.
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The Company will fulfill its information disclosure obligations in a timely manner based on the progress of this acquisition.
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Other risk matters that require special attention from investors:
(1) Risk of uncertainty in this transaction
This transaction is still in progress. Affected by multiple factors such as the capital market environment, industry, and operating conditions, there is a risk of suspension, termination, or even cancellation of this transaction. Whether it can be successfully implemented remains uncertain. The Company will continue to follow up on the transaction progress and fulfill its information disclosure obligations in strict accordance with regulations. Investors are kindly requested to pay attention to investment risks.
(2) Acquisition and integration risks
After the transaction is completed, the Company and the target company need to integrate in terms of corporate culture, operational management, business expansion, and resource integration. Affected by factors such as differences in business philosophy, management models, business systems, and resource endowments, the integration effect is uncertain, and there is a risk of acquisition and integration.