Announcement on Signing Restructuring Investment Agreement with Financial Investor
The company and its board of directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and are free from any false representations, misleading statements, or material omissions.
Special Reminders:
- The "Restructuring Investment Agreement" signed this time carries the risk of termination or cancellation due to the occurrence of stipulated circumstances. There is also a possibility that the restructuring investor may be unable to fulfill or timely fulfill its relevant obligations as agreed in the agreement. Please pay attention to investment risks.
- The company's net profit after deducting non-recurring gains and losses for the last three fiscal years has been negative. Furthermore, the audit report for the most recent fiscal year indicates uncertainty regarding the company's ability to continue as a going concern. The company's main bank accounts have been frozen, and the company has received a "Notice of Prior Administrative Penalty" from the China Securities Regulatory Commission, leading to a "Other Risk Warning" being imposed on the company's stock trading.
- In addition to the above circumstances, the company also faces the following delisting risks: (1) The company has submitted an application to the Shenzhen Stock Exchange to lift the delisting risk warning on its stock trading. As of the disclosure date of this announcement, the company's application to the Shenzhen Stock Exchange to lift the delisting risk warning is in the stage of supplementary materials, and the final decision is subject to the review opinion of the Shenzhen Stock Exchange. This matter remains uncertain, and the company's stock faces the risk of termination of listing. (2) If the court accepts the restructuring application, the company's stock will be subject to a delisting risk warning. (3) If the restructuring fails, the company may be declared bankrupt and face the risk of termination of listing.
Wanxiang New Energy Technology Co., Ltd. (hereinafter referred to as the "Company") has signed a "Restructuring Investment Agreement" with the financial investor Fuzhou Linchuan District State-owned Assets Investment Holding Group Co., Ltd. (hereinafter referred to as "Linchuan Guokong"). If the Fuzhou Intermediate People's Court subsequently rules to accept the creditors' application for the company's restructuring, Linchuan Guokong will, through the adjustment of equity interests in the company's restructuring process, conditionally acquire the company's newly issued shares. The intended acquisition is for 10 million shares, with a subscription price of 4.55 yuan per share.
As Ms. Fan Yanjun, a non-independent director of the company, also serves as a director of Linchuan Guokong, this transaction constitutes a related party transaction in accordance with the "Listing Rules of the ChiNext Market of the Shenzhen Stock Exchange."
The company held its third meeting of the Sixth Board of Directors on April 24, 2026, and its 2025 Annual Shareholders' Meeting on May 18, 2026, both of which approved the "Proposal on Signing the Restructuring Investment Agreement with Financial Investors and Related Party Transactions." This proposal was reviewed and approved by the independent directors' special committee before being submitted to the board of directors for deliberation. This related party transaction does not constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies."
I. Progress of the Company's Pre-Restructuring
- On June 30, 2025, the company disclosed the "Notice of Preliminary Restructuring and Pre-Restructuring Application by Creditors" (Announcement No.: Lin-2025-075). The applicant requested the court to rule for the company to undergo restructuring and pre-restructuring, citing the company's inability to repay its due debts and apparent lack of solvency, but possessing restructuring value, and to repay the applicant's claims through the pre-restructuring process.