Announcement on Outbound Investment and Asset Purchase by Wholly-Owned Subsidiary and Related Party Transaction

Securities Code: 300592

Securities Abbreviation: Huikai Yibai

Announcement No.: 2026-034

Huikai Yibai Technology Co., Ltd.

Announcement on Outbound Investment and Asset Purchase by Wholly-Owned Subsidiary and Related Party Transaction

The Company and all members of the Board of Directors guarantee the content of this information disclosure is true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.

Key Information Prompt:

1. Transaction Overview: Huikai Yibai Technology Co., Ltd. ("the Company")'s wholly-owned subsidiary, Shenzhen Yibai Network Technology Co., Ltd. ("Yibai Network"), intends to increase capital in Shenzhen Bixunhe Technology Co., Ltd. ("Shenzhen Bixunhe") with its own or self-raised funds of RMB 120 million ("this Capital Increase"). Upon completion of the capital increase, Yibai Network will hold a 60% equity interest in Shenzhen Bixunhe, making Shenzhen Bixunhe a controlling subsidiary of Yibai Network and included in the consolidated financial statements of the listed company.

Concurrently with this capital increase, Shenzhen Bixunhe, through its wholly-owned subsidiary Hong Kong Bixunhe Technology Co., Ltd. ("Hong Kong Bixunhe"), will acquire core operating assets including e-commerce platform stores, inventory, intangible assets, accounts receivable and payable, and monetary capital held by Hong Kong Hongji Holdings Co., Ltd. for a transaction price of RMB 200 million.

1. This asset purchase constitutes a related party transaction. As of the disclosure date of this announcement, the Company and its holding subsidiaries have not engaged in transactions with the same related party or transactions related to the same transaction subject with different related parties within the past 12 months.

2. This transaction does not constitute a major asset restructuring as defined by the "Measures for the Administration of Major Asset Restructuring of Listed Companies."

3. This transaction has been reviewed and approved by the Seventh Extraordinary Meeting of Independent Directors of the Fourth Board of Directors and the Seventeenth Meeting of the Fourth Board of Directors. This transaction is still subject to shareholder approval.

4. This transaction may be affected by various risk factors such as the macroeconomic environment, industry development, and market changes, and there is a certain degree of uncertainty. The Company will strictly follow relevant laws, regulations, and normative documents in accordance with the progress of this transaction and fulfill its information disclosure obligations in a timely manner. Investors are kindly reminded to pay attention to investment risks.

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I. Transaction Overview

(I) Transaction Overview

1. Outbound Investment Matter

The Company's wholly-owned subsidiary, Yibai Network, intends to sign an "Investment Cooperation Agreement" with Shenzhen Bixunhe, Wang Hongmei, Zhong Jiajie, and Wen Kaxu. Yibai Network, Wang Hongmei, Zhong Jiajie, and Wen Kaxu will increase capital in Shenzhen Bixunhe. Among them, Yibai Network will increase capital by RMB 120 million, Wang Hongmei by RMB 40.29 million, Zhong Jiajie by RMB 34.76 million, and Wen Kaxu by RMB 3.95 million. Upon completion of the capital increase, Yibai Network will hold a 60% equity interest in Shenzhen Bixunhe, while Wang Hongmei, Zhong Jiajie, and Wen Kaxu will collectively hold a 40% equity interest in Shenzhen Bixunhe. Shenzhen Bixunhe will become a controlling subsidiary of Yibai Network and will be included in the consolidated financial statements of the listed company.

1. Asset Purchase and Related Party Transaction Matter

Concurrently with this capital increase, Shenzhen Bixunhe's wholly-owned subsidiary, Hong Kong Bixunhe, will sign an "Asset Acquisition Agreement" with Hong Kong Hongji Holdings Co., Ltd. Based on the "Asset Appraisal Report" issued by Beijing Kunyuan Zhi Cheng Asset Appraisal Co., Ltd. and the book value of related inventory and monetary capital, it will acquire core operating assets including e-commerce platform stores, inventory, intangible assets, accounts receivable and payable, and monetary capital held by Hong Kong Hongji Holdings Co., Ltd. for a transaction price of RMB 200 million.

Both the outbound investment and asset purchase will be settled in cash.