上海益诺思生物技术股份有限公司 股东询价转让计划书

Core Viewpoint - The announcement details the planned share transfer of 4,229,388 shares, representing 3.00% of the total share capital of Shanghai Yinos Technology Co., Ltd. (益诺思), by Shanghai Zhangjiang Biopharmaceutical Base Development Co., Ltd. (张江生药基地) to institutional investors through a pricing inquiry transfer method [3][9]. Group 1: Share Transfer Details - The total number of shares to be transferred is 4,229,388, which accounts for 3.00% of Yinos's total share capital as of October 31, 2025 [3][9]. - The transfer will not occur through centralized bidding or block trading, and the shares acquired through this transfer cannot be transferred within six months [3][9]. - The transfer is motivated by the seller's need for funds [9]. Group 2: Seller Information - The seller, Shanghai Zhangjiang Biopharmaceutical Base Development Co., Ltd., holds more than 5% of Yinos's shares but is not a controlling shareholder or a member of the company's board or senior management [5][6]. - The seller has confirmed that the shares are free from any restrictions or prohibitions on transfer and that they have fulfilled all relevant obligations [6][7]. Group 3: Pricing and Transfer Process - The minimum transfer price will not be lower than 70% of the average trading price over the 20 trading days prior to November 4, 2025 [9][10]. - If the total number of valid subscriptions exceeds the number of shares available for transfer, the pricing will follow a priority system based on price, quantity, and time of submission [10]. Group 4: Investor Eligibility - Eligible investors for this transfer include institutional investors with appropriate pricing capabilities and risk tolerance, such as securities companies, fund management companies, and qualified foreign institutional investors [11]. Group 5: Company Status - Yinos does not face any operational risks that require disclosure under the relevant stock exchange rules, and the share transfer will not lead to a change in control of the company [12].