Securities Code: 300828 Securities Abbreviation: Ruixin Technology Announcement No.: 2026-035
Tianjin Ruixin Chang Technology Co., Ltd. Announcement on Adjustment of Restructuring Issuance Price and Number of Shares After Implementation of 2025 Profit Distribution Plan
The Company and all members of the Board of Directors guarantee that the content of this information disclosure is true, accurate, and complete, and that there are no false records, misleading statements, or major omissions.
I. Overview of the Transaction and Basis for Adjustment of Issuance Price
Tianjin Ruixin Chang Technology Co., Ltd. (hereinafter referred to as the "Company" or "Listed Company") intends to acquire 51% of the equity of Wuhu Deheng Automotive Parts Co., Ltd. (hereinafter referred to as "Deheng Automotive Parts") held by 10 counterparties including Tong Xiaoping and Zhang Yapeng through the issuance of shares and payment of cash. Simultaneously, the Company plans to issue shares to no more than 35 qualified specific counterparties, including Huangshan Kaitou Lingdun Venture Capital Co., Ltd., to raise supporting funds (hereinafter referred to as the "Transaction").
In this Transaction, the pricing base date for the issuance price of shares to purchase assets was the date of the resolution announcement of the fifth meeting of the seventh Board of Directors of the Company. To fully protect the interests of small and medium shareholders, after friendly negotiation among all parties to the transaction, the issuance price for the issuance of shares to purchase assets was determined to be 18.08 yuan/share, which is 90% of the average closing price of the 60 trading days prior to the pricing base date, in compliance with the "Administrative Measures for Major Asset Restructuring of Listed Companies."
According to the transaction plan and the relevant agreements signed by all parties to the transaction, during the period from the pricing base date to the completion of the issuance, if the Company undergoes ex-dividend, ex-rights, capital reserve transfer to share capital, or rights issue, the issuance price will be adjusted in accordance with relevant laws and regulations of the regulatory authorities.
II. 2025 Profit Distribution Plan and Implementation