Important Content Reminder:
- As of the date of this announcement, Mr. He Kaiwen, one of the controlling shareholders and actual controllers of Xinjiang Xiling Information Technology Co., Ltd. (hereinafter referred to as "the Company" or "Xiling Information"), intends to transfer 36,380,000 unrestricted circulating shares (accounting for 19.00% of the total share capital) of the Company to Shanghai Shengxun Dongyue Information Technology Partnership (Limited Partnership) (hereinafter referred to as "Shanghai Shengxun") through an agreement transfer, which is progressing in an orderly manner with relevant procedures proceeding normally.
- On January 12, 2026, Mr. He Kaiwen and Ms. Yue Yamei, the controlling shareholders and actual controllers, signed a "Share Transfer Agreement" with Jiafeng (Shanghai) Private Fund Management Co., Ltd. (representing "Jiafeng Xinxin Xiangrong No. 1 Private Securities Investment Fund"). Mr. He Kaiwen and Ms. Yue Yamei intend to transfer a total of 9,596,100 unrestricted circulating shares (accounting for 5.01% of the total share capital) to Jiafeng (Shanghai) Private Fund Management Co., Ltd. Recently, the Company received a notification from Mr. He Kaiwen and Ms. Yue Yamei that they, along with Jiafeng (Shanghai) Private Fund Management Co., Ltd. (representing "Jiafeng Xinxin Xiangrong No. 1 Private Securities Investment Fund" and "Jiafeng Xinxin Xiangrong No. 7 Private Securities Investment Fund"), have jointly signed a "Supplementary Agreement to the Share Transfer Agreement" (hereinafter referred to as "the Supplementary Agreement"). This Supplementary Agreement mainly adjusts the transferee entity under the original share transfer agreement, specifically changing the original transferee from "Jiafeng Xinxin Xiangrong No. 1 Private Securities Investment Fund" to "Jiafeng Xinxin Xiangrong No. 7 Private Securities Investment Fund," with the new transferee assuming all rights and obligations of the original transferee under the original share transfer agreement; the subject shares remain unchanged, still being the 9,596,100 unrestricted circulating shares held by Mr. He Kaiwen and Ms. Yue Yamei. Meanwhile, according to relevant regulations, after negotiation between the two parties, the share transfer price remains at 22.11 yuan per share.
- If both share transfers are successfully implemented, Shanghai Shengxun will hold 19.00% of the Company's shares, becoming the controlling shareholder, and Shengning will become the actual controller of the Company; Jiafeng Xinxin Xiangrong No. 7 Private Securities Investment Fund will hold 5.01% of the Company's shares, becoming a shareholder with more than 5% ownership.
I. Overview of Control Change Planning and Partial Equity Transfer
On July 25, 2025, August 15, 2025, and October 13, 2025, the Company disclosed three announcements regarding the planned transfer of shares by the controlling shareholder and actual controller Mr. He Kaiwen to Shanghai Shengxun, involving 36,380,000 unrestricted circulating shares (accounting for 19.00% of the total share capital). The share transfer price was set at 15.02 yuan per share. If the share transfer is successfully implemented, Shanghai Shengxun will hold 19.00% of the shares, becoming the controlling shareholder, and Shengning will become the actual controller. As of now, the equity transfer is progressing in an orderly manner with relevant procedures proceeding normally.
On January 12, 2026, the controlling shareholders and actual controllers Mr. He Kaiwen and Ms. Yue Yamei signed a "Share Transfer Agreement" with Jiafeng (Shanghai) Private Fund Management Co., Ltd. (representing "Jiafeng Xinxin Xiangrong No. 1 Private Securities Investment Fund") to transfer a total of 9,596,100 unrestricted circulating shares (accounting for 5.01% of the total share capital). For specific details, please refer to the announcement disclosed by the Company on January 13, 2026, regarding the progress of the share transfer and the signing of the share transfer agreement (Announcement No. 2026-001).