Stock Code: 300731 Stock Abbreviation: Cotran
Shenzhen Cotran New Material Co., Ltd.
2026 Plan for Issuance of Shares to Specific Targets via Simplified Procedure
July 2026
Company Statement
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This plan is prepared in accordance with the Company Law of the People's Republic of China, the Securities Law of the People's Republic of China, the Administrative Measures for the Registration of Securities Issuance by Listed Companies, and other relevant laws, regulations, and normative documents.
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The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or major omissions.
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Upon completion of this issuance of shares to specific targets via a simplified procedure, the Company shall be solely responsible for changes in its operations and earnings; investors shall bear the investment risks resulting from this issuance.
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This plan is the Board of Directors' explanation of this issuance of shares to specific targets via a simplified procedure; any contrary statements are untrue.
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Investors with any questions should consult their stockbrokers, lawyers, professional accountants, or other professional advisors.
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The matters described in this plan do not represent a substantive judgment, confirmation, approval, or verification by the approval authorities regarding the matters related to this issuance. The effectiveness and completion of this issuance are subject to the approval or registration of the relevant authorities.
Special Notice
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The relevant matters for this issuance have been authorized by the Company's 2025 Annual General Meeting to the Board of Directors for implementation. The issuance plan and related matters have been reviewed and approved at the 20th meeting of the fourth session of the Board of Directors and are subject to approval by the Shenzhen Stock Exchange and registration with the China Securities Regulatory Commission (CSRC) before implementation.
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The scope of issuance targets is limited to securities investment fund management companies, securities companies, trust companies, finance companies, insurance institutional investors, qualified foreign institutional investors (QFII), RMB qualified foreign institutional investors (RQFII), and other legal entities, natural persons, or other qualified investors as stipulated by the CSRC, with a maximum of 35 targets.
Securities investment fund management companies, securities companies, QFIIs, and RQFIIs subscribing with two or more products under their management are considered a single target; trust companies may only subscribe with their own funds.
All targets for this issuance shall subscribe for the shares at the same price and in cash.
- The total amount of funds to be raised shall not exceed 123.3216 million RMB (inclusive). After deducting relevant issuance expenses, the net proceeds will be used for the following projects:
| No. | Use of Proceeds | Proposed Investment Amount (10k RMB) | Proposed Proceeds Investment (10k RMB) |
|---|---|---|---|
| 1 | Data Center Liquid Cooling Component Production Project | 6,484.93 | 6,078.41 |
| 2 | Cotran Intelligent Thermal R&D Center Project | 4,579.61 | 2,653.74 |
| 3 | Working Capital Supplement | 3,600.00 | 3,600.00 |
| Total | 14,664.53 | 12,332.16 |
Before the proceeds are received, the Company may invest its own or self-raised funds based on the actual progress of the projects and replace them according to relevant laws and regulations once the proceeds are available. If the net proceeds are less than the planned investment amount, the Company will adjust and finalize the allocation based on project progress and funding needs, with any shortfall covered by the Company's own or self-raised funds.
- The pricing benchmark date for this issuance is the first day of the issuance period. The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date (Calculation formula: Average price for 20 trading days = Total trading value for 20 trading days / Total trading volume for 20 trading days).