
Core Viewpoint - The controlling shareholder of Caesar (China) Culture Co., Ltd. intends to transfer 47,833,300 shares, representing 5.00% of the total share capital, to the company's director and general manager, He Xiaowei, through a private agreement, without affecting the company's control or financial status [1][2][3]. Summary by Sections 1. Basic Information of the Share Transfer - The share transfer price is set at 3.33 CNY per share, totaling 159,284,889.00 CNY [2]. - After the transfer, the shareholding structure will change, with Caesar Group holding 139,576,197 shares (14.59%) and He Xiaowei holding 48,638,857 shares (5.08%) [2][3]. 2. Background and Purpose of the Transfer - The transfer is based on He Xiaowei's recognition of the company's future development potential and aims to strengthen the core team's commitment to the company [3]. - It is expected to optimize the shareholding structure and improve the company's operational quality for long-term development [3]. 3. Parties Involved - The transferor is Caesar Group (Hong Kong) Limited, established in 1994, with a registered capital of 11,000 HKD [4]. - The transferee, He Xiaowei, is a shareholder, director, and general manager of the company, with the funds for the share purchase sourced from his own or raised funds [4][5]. 4. Main Content of the Share Transfer Agreement - The agreement stipulates that the transfer price is based on the closing price of the shares on the trading day before the agreement was signed [5]. - Payment terms include an initial 10% payment within 15 working days after signing, followed by additional payments contingent on regulatory confirmations and completion of share transfer registration [5][6]. 5. Impact of the Share Transfer on the Company - Post-transfer, Caesar Group will still be the controlling shareholder, and the actual controllers remain unchanged [7]. - The transfer does not trigger a mandatory bid and is not expected to significantly impact the company's financial status or operations [7][8].