Announcement Date: July 24, 2026 Statement Date: July 23, 2026 Statement Time: 17:35:14 Company Code: 4958 Company Name: Zhen Ding KY Subject: Announcement on behalf of subsidiary Pengcheng Holding (Shenzhen) Co., Ltd. regarding board approval of acquisition of minority equity in a controlled subsidiary Applicable Clause: Clause 11 Factual Date: July 23, 2026 Details: 1. Type of acquisition (e.g., merger, spin-off, acquisition, or share transfer): Acquisition 2. Factual Date: 7/23/2026 3. Names of companies involved in the acquisition (e.g., merging party, spun-off entity, acquiring or acquired company): Acquiring Company: Qingding Precision Electronics (Huai'an) Co., Ltd. (hereinafter referred to as "Qingding Precision") Target Company: Huai'an Shengxin Park Management Co., Ltd. (hereinafter referred to as "Shengxin Company") 4. Counterparty (e.g., merging entity, spun-off transferee, acquisition or share transfer counterparty): Huai'an Jiawei Industrial Development Co., Ltd. (hereinafter referred to as "Jiawei Company") 5. Is the counterparty a related party?: Yes 6. Relationship between the counterparty and the company (e.g., an investee in which the company holds XX% or more equity), and explanation for selecting a related enterprise or related party as the acquisition target, and whether it affects shareholder rights: Group Company 7. Purpose and terms of the acquisition, including rationale, consideration terms, and payment timing: (1) Rationale: Upon completion of this acquisition, the subsidiary Qingding Precision's equity stake in Shengxin Company will increase from 76.47% to 100%, simplifying Shengxin Company's equity structure and helping reduce related-party transactions. (2) Consideration Terms: Payment of RMB 160.87 million in cash to acquire equity in Shengxin Company. (3) Payment Timing: As stipulated in the contract. 8. Expected benefits after acquisition: Optimization of company asset structure and reduction of related-party transactions 9. Impact of the acquisition on net asset value per share and earnings per share: No impact 10. Type of acquisition consideration and source of funds: Type of Consideration: Cash Source of Funds: Own funds 11. Share exchange ratio and its calculation basis: Not applicable 12. Whether accountants, lawyers, or securities underwriters issued an opinion of unreasonableness: No 13. Name of accounting firm, law firm, or securities underwriting company: Nanjing Changcheng Land Real Estate Asset Valuation and Cost Consulting Co., Ltd. 14. Names of accountants or lawyers: Yu Lin, Liu Hui 15. Professional license numbers of accountants or lawyers: Yu Lin: Certified Professional Member Asset Appraiser 32190250 Liu Hui: Certified Professional Member Asset Appraiser 11230523 16. Content of the independent expert's opinion on the reasonableness of the share exchange ratio, cash or other property distributed to shareholders in this acquisition: Based on the asset-based valuation method, the market value of Shengxin Company's entire equity as of the valuation benchmark date of May 31, 2026, was RMB 683.6987 million. Accordingly, the equity value corresponding to Jiawei Company's 23.53% stake is RMB 160.8743 million. 17. Scheduled completion timeline: Expected to be completed by the end of August 2026 18. Matters related to the surviving or newly established company assuming rights and obligations of the dissolved (or split) company: Not applicable 19. Basic information of companies participating in the merger: Not applicable 20. Matters related to the split (including the valuation of businesses and assets to be transferred to existing or newly established companies; total number, type, and quantity of shares obtained by the split company or its shareholders; matters related to capital reduction if the split company reduces capital): Not applicable 21. Conditions and restrictions on future transfer of acquired shares: None 22. Plans after acquisition completion (including: (1) intention and plan to continue operating the company's business; (2) whether dissolution, delisting, major organizational, capital, or business plan changes, financial and production adjustments, or any other material matters affecting shareholders' rights will occur): Not applicable 23. Other important agreed matters: None 24. Other significant matters related to the acquisition: Not applicable 25. Whether any directors objected to this transaction: No 26. Information on directors with conflicts of interest in the acquisition transaction (name of individual director or name of corporate director and its representative, nature of significant interest (including but not limited to actual or anticipated investment methods in other participating companies, shareholding ratio, transaction price, participation in management of the acquired company, and other investment conditions), reason for recusal or non-recusal, recusal situation, and reasons for supporting or opposing the acquisition resolution): In this related-party transaction, Chairman Shen Qingfang recused himself due to conflict of interest and did not participate in the discussion or voting on this case. 27. Does it involve a change in business model?: No 28. Explanation of business model change: Not applicable 29. Transaction status with the counterparty within the past year and expected within the next year: None 30. Source of funds: Not applicable 31. Other explanatory matters: None
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- Source: PR Times
- Category: News