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Hubei Shiyan State-owned Assets Supervision and Administration Commission plans to acquire Jiuliang Shares

On the evening of May 9, Jiuliang Shares issued an announcement stating that the company’s controlling shareholder and actual controller will change.

Specifically, Zhuo Chuguang, the controlling shareholder and actual controller of Jiuliang Shares, and his concerted persons Guo Shaoyan, Zhuo Yikai and Zhuo Yihao signed a "Share Transfer" with Shiyan Zhongda Huixiang Enterprise Management Partnership (Limited Partnership) (hereinafter referred to as: Zhongda Huixiang) Agreement", Zhongda Huixiang (including Zhongda Huixiang's related parties and independent third parties designated by Zhongda Huixiang) intends to transfer 18.2669 million shares of the company's unrestricted tradable shares held by Zhuo Chuguang and Guo Shaoyan (accounting for 11.42% of the company's total share capital).

At the same time, Zhuo Chuguang and his concerted persons Guo Shaoyan, Zhuo Yikai and Zhuo Yihao also signed the "Voting Rights Waiver Agreement" with Zhongda Huixiang respectively. The shareholding and voting rights of relevant parties before and after this equity change are as shown in the table below:

The transferee of this equity transaction is Zhongda Huixiang. The ownership structure shows that Shiyan City Operation Group Co., Ltd. holds 69% of the equity interests in Zhongda Huixiang, while Shiyan City Operation Group Co., Ltd. is a 100% wholly-owned subsidiary of Shiyan City’s State-owned Assets Supervision and Administration Commission.

Therefore, after the completion of this share transfer and the surrender of voting rights, Zhongda Huixiang will hold 18.2669 million shares of Jiuliang Shares (accounting for 11.42% of the company's total share capital) and become the controlling shareholder of Jiuliang Shares; the State-owned Assets Supervision and Administration Commission of the Shiyan Municipal People's Government will become the actual controller of Jiuliang Shares.

It is reported that Jiuliang Co., Ltd. is mainly engaged in the design, research and development, production and sales of LED lighting products. It has now formed a product series focusing on LED mobile lighting and LED home lighting. In recent years, Jiuliang has also expanded its series of portable energy storage products, which are used in outdoor activities, emergency disaster relief and other scenarios.

In terms of performance, Jiuliang Shares achieved operating income of 476 million yuan in 2023, a year-on-year decrease of 5.89%; net profit attributable to the parent company was 41.3284 million yuan, a year-on-year loss. Among them, LED mobile lighting achieved operating income of 272 million yuan, accounting for 57.24% of revenue; LED home lighting achieved operating income of 79 million yuan, accounting for 16.69% of revenue.

By 2024, Jiuliang Shares achieved revenue of 104 million yuan in the first quarter, a year-on-year decrease of 9.26%; net profit attributable to the parent company was a loss of 213,000 yuan, and the loss narrowed year-on-year.

In this equity change, the transferor (Zhuo Chuguang, Guo Shaoyan, Zhuo Yikai, Zhuo Yihao) also promised that the audited net profit of Jiuliang Shares’ original business in 2024 will be positive.