Zhong Guo Zheng Quan Bao - Zhong Zheng Wang·2025-09-25 23:50Core Viewpoint - The equity change involves Chongqing Qianli Technology Co., Ltd. (referred to as "the company" or "Qianli Technology") where its major shareholder, Chongqing Lifan Holdings Co., Ltd. (referred to as "Lifan Holdings"), is transferring shares to Mercedes-Benz (Shanghai) Digital Technology Co., Ltd. to repay debts due to a failure to complete a stock pledge repurchase transaction as per the agreement [1][2][29] Summary by Sections Equity Change Overview - Lifan Holdings will transfer a total of 135,633,002 shares of the company, representing 3.00% of the total share capital, to Mercedes-Benz Digital Technology at a price of RMB 9.87 per share [1][2][29] - The transfer is part of a restructuring plan approved by the Chongqing Fifth Intermediate People's Court, allowing Lifan Holdings to dispose of pledged shares after a 24-month retention period [6][29] Impact on Company Structure - The equity change does not trigger a mandatory tender offer and will not result in a change of the company's controlling shareholder or actual controller, nor will it significantly impact the company's governance structure or ongoing operations [2][29] Share Transfer Details - The share transfer consists of two agreements: 1. The first agreement involves the transfer of 34,293,002 shares (0.76% of total shares) [4][19] 2. The second agreement involves the transfer of 101,340,000 shares (2.24% of total shares) [4][20] - The total purchase price for the shares in the first agreement is approximately RMB 338.47 million, while the total for the second agreement is approximately RMB 1 billion [10][20] Conditions and Procedures - The share transfer is subject to compliance confirmation from the Shanghai Stock Exchange and must be registered with the China Securities Depository and Clearing Corporation [2][6][29] - The buyer, Mercedes-Benz Digital Technology, has committed to a 12-month lock-up period during which it will not sell the acquired shares [28][29] Legal and Regulatory Compliance - The transfer complies with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and does not involve any commitments or arrangements that could harm the interests of the company or its shareholders [29][30]