Zhejiang Lanyu Digital Technology Co., Ltd.
Announcement on the Investment in the Construction of Alexandria Chuanglian Textile Project in Egypt
The Company and the entire Board of Directors guarantee that the information disclosed is true, accurate, and complete, with no false records, misleading statements, or significant omissions.
Special Notes:
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This investment matter requires filing or approval from relevant government authorities in China, such as the National Development and Reform Commission, the Ministry of Commerce, and the State Administration of Foreign Exchange, as well as project approval procedures in accordance with Egyptian laws and policies. Whether the company can obtain approval and filing from relevant domestic and foreign authorities involves certain risks, and the smooth implementation of this overseas investment matter is uncertain.
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Egyptian laws, regulations, policy systems, business environment, and cultural characteristics differ significantly from those in China. During the construction and operation of this investment, there are certain management, operational, and market risks, and the extent to which the investment's effectiveness can meet expectations is uncertain.
I. Overview of Overseas Investment
- Basic Situation
To promote global industrial layout and expand overseas markets, upon review and approval by the Fourth Strategic Committee Meeting of the Second Board of Directors and the Thirteenth Meeting of the Fourth Board of Directors of Zhejiang Lanyu Digital Technology Co., Ltd. (hereinafter referred to as the "Company"), and in accordance with the Company's "Overseas Investment Management Measures," the Company plans to establish a holding subsidiary, Chuanglian Textile Innovation Technology Co., Ltd. (hereinafter referred to as "Chuanglian Textile" or "Egyptian Holding Subsidiary"), through its wholly-owned subsidiary Guangdong Hengqin Lanyuan Zhiyuan Technology Innovation Investment Co., Ltd. (hereinafter referred to as "Lanyuan Zhiyuan") and its Singaporean wholly-owned subsidiary Blue Vertex Pte. Ltd. (hereinafter referred to as "Blue Vertex"), with Blue Vertex serving as the investment channel. The company will jointly invest with Hong Kong HIROSE Enterprise Co., Limited (hereinafter referred to as "HIROSE") and its wholly-owned subsidiary Blue Prosperous Limited (hereinafter referred to as "Blue Prosperous") to establish the holding subsidiary. Through the Egyptian Holding Subsidiary, the Alexandria Chuanglian Textile Project in Egypt will be implemented.
The total investment by the investors in the Egyptian Holding Subsidiary is USD 35 million, of which USD 15 million will be subscribed to the registered capital of the Egyptian Holding Subsidiary, and the remaining USD 20 million will be contributed to capital reserve. Specifically:
(1) The Company, through Lanyuan Zhiyuan and Blue Prosperous, will jointly invest USD 24.5 million (Lanyuan Zhiyuan will invest USD 24.15 million through Blue Vertex, accounting for 69%; Blue Prosperous will invest USD 0.35 million, accounting for 1%). This will result in a total holding of 70% equity in the Egyptian Holding Subsidiary, all contributed in cash. USD 10.5 million of the total contribution will be included in the registered capital, and the remaining USD 14 million will be contributed to capital reserve.
(2) HIROSE will contribute USD 10.5 million, accounting for 30%. All contributions will be made in cash. USD 4.5 million of the total contribution will be included in the registered capital, and the remaining USD 6 million will be contributed to capital reserve.
As a step towards project advancement, the Egyptian Holding Subsidiary plans to sign a land purchase agreement and its supplementary agreement with SDM for Development and Management (S.A.E.) (hereinafter referred to as "SDM") to acquire land in the INDUSTRIA Borg Al Arab Industrial Zone, New Borg Al Arab City, Alexandria Governorate, Egypt, for the construction of the Egyptian Holding Subsidiary's production base. The land area is 159,203 square meters, with a total price of 581,091,158 Egyptian Pounds (equivalent to approximately RMB 77.8841 million based on the exchange rate of Egyptian Pounds to USD and USD to RMB on July 27, 2026).