Securities Code: 300692
Securities Abbreviation: Zhongfu Technology
Announcement Number: 2026-094
Anhui Zhongfu Yuan Chuang Technology Group Co., Ltd.
Announcement on Joint Investment with Professional Investment Institution Hefei Guotou to Acquire Junke Zhengyuan
The Company and the entire Board of Directors guarantee that the information disclosed is true, accurate, and complete, and contains no false representations, misleading statements, or material omissions.
I. Overview of Joint Investment with Professional Investment Institution
Anhui Zhongfu Yuan Chuang Technology Group Co., Ltd. (hereinafter referred to as the "Company" or "Zhongfu Technology"), through its wholly-owned subsidiary Zhongfu Junke Zhengyuan (Anhui) Biotechnology Co., Ltd. (hereinafter referred to as "Zhongfu Zhengyuan"), together with Junke Zhengyuan (Beijing) Pharmaceutical Research Co., Ltd. (hereinafter referred to as "Junke Zhengyuan") and relevant parties, intends to sign an "Equity Transfer Agreement" and its supplementary agreements to acquire the controlling interest of Junke Zhengyuan and its integrated CRO assets (hereinafter referred to as the "Acquisition"). The total consideration for this acquisition is RMB 1,000,000,000, to be raised through internal funds, external institutional investment, and a combination of bank M&A loans. For detailed information, please refer to the "Announcement on Acquiring Junke Zhengyuan Equity and Intending to Sign an 'Equity Transfer Agreement'" (Announcement No.: 2026-083) disclosed by the Company on the Juchao Information Network on July 2, 2026, and the "Announcement on Acquiring Junke Zhengyuan Equity and Intending to Sign a Supplementary Agreement to the 'Equity Transfer Agreement'" (Announcement No.: 2026-093) disclosed on the Juchao Information Network on August 5, 2026.
To leverage the professional resources and investment capabilities of professional investment institutions and accelerate the progress of the Junke Zhengyuan acquisition, the Company intends to jointly invest with Hefei State-owned Capital Venture Investment Co., Ltd. (hereinafter referred to as "Hefei Guotou") to acquire the controlling interest of Junke Zhengyuan. Zhongfu Zhengyuan's registered capital will be increased from RMB 10,000,000 to RMB 40,000,000, completed in three phases. Among these, the Company or its designated qualified entity (if any) will contribute a total of RMB 104,000,000, while Hefei Guotou's managed fund: Hefei Construction Investment Emerging Industry Equity Investment Fund Partnership (Limited Partnership) (hereinafter referred to as "Emerging Industry Fund") and other investors (if any) will contribute a total of RMB 196,000,000. After the first phase of capital increase, the Company will hold 51% equity in Zhongfu Zhengyuan, and the Emerging Industry Fund and other investors (if any) will hold 49% equity in Zhongfu Zhengyuan.
On August 5, 2026, the Company held its 20th meeting of the Fourth Board of Directors (Voting Results: 9 votes in favor, 0 votes against, 0 abstentions), and deliberated and approved the "Proposal on the Company's Joint Investment with a Professional Institution to Acquire Junke Zhengyuan." The Board of Directors agreed to this joint investment and acquisition matter. This proposal has been reviewed and approved by the Sixth Meeting of the Strategic and ESG Committee of the Fourth Board of Directors.
According to the "Shenzhen Stock Exchange GEM Stock Listing Rules," "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 2 - Standardized Operation of GEM Listed Companies," and "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 7 - Transactions and Related Transactions," as well as relevant laws and regulations and the "Company Articles of Association," this investment does not constitute a related party transaction or horizontal competition, nor does it constitute a major asset restructuring as defined by the "Administrative Measures for Major Asset Restructuring of Listed Companies." In the twelve months prior to this joint investment with a professional investment institution, the Company has not used over-raised funds for permanent replenishment of working capital.
II. Basic Information of the Professional Investment Institution