良品铺子: 良品铺子关于持股5%以上股东协议转让公司股份暨权益变动的提示性公告

Core Viewpoint - The announcement details a share transfer agreement between Da Yong Limited and Wuhan Yangtze International Trade Group, where Da Yong Limited will transfer 36,049,900 shares of Liangpin Shop at a price of 12.34 CNY per share, representing 8.99% of the total shares, aiming for control of the company [1][4][15] Summary by Sections Share Transfer Details - Da Yong Limited currently holds 72,826,126 shares, accounting for 18.16% of the total shares. After the transfer, its holdings will decrease to 36,776,226 shares, or 9.17% [2][3] - Wuhan Yangtze International Trade Group will acquire 36,049,900 shares, which will represent 8.99% of the total shares post-transfer [2][3] Approval and Compliance - The share transfer requires approval from state-owned asset supervision authorities, and may need to pass a concentration review by the State Administration for Market Regulation, along with compliance confirmation from the Shanghai Stock Exchange [2][4][16] Parties Involved - Da Yong Limited, established in Hong Kong in 2014, focuses on industrial and venture investments and has no related parties with Wuhan Yangtze International Trade Group, which is a 100% state-owned enterprise [5][6] - Wuhan Yangtze International Trade Group was established in May 2022, with a registered capital of 800 million CNY, and engages in various trade and investment activities [5][6] Financial Terms - The total transaction amount is 444,855,766 CNY, with payment structured in three phases: 30% upon signing, another 30% after five trading days, and the remaining 40% after compliance confirmation [7][9][10] Governance Arrangements - The agreement includes provisions for governance, where Da Yong Limited will support the nomination of directors proposed by Wuhan Yangtze International Trade Group during shareholder meetings [10][15] Legal and Regulatory Framework - The agreement is governed by Chinese law, and any disputes will be resolved through arbitration in Beijing [14][15]