厦门钨业股份有限公司 关于向控股子公司金龙稀土增资暨关联交易的公告

Core Viewpoint - Xiamen Tungsten Co., Ltd. plans to increase capital in its subsidiary, Jinlong Rare Earth Co., Ltd., through a private placement of up to 26.68 million shares, aiming to raise no more than RMB 40.02 million for working capital [2][4][32]. Summary by Sections 1. Overview of Related Transactions - The private placement will issue up to 26.68 million ordinary shares at a price of RMB 1.50 per share, based on the audited net asset value for 2024 [4][11]. - All existing shareholders will subscribe according to their current shareholding ratios, with specific amounts for related parties: RMB 26.09 million from Yekong Fund, RMB 2.20 million from Chuanghe Xincai, and RMB 0.80 million each from Jiatai Green Energy [2][4]. 2. Approval and Procedures - The transaction was approved by the company's board on November 18, 2025, and does not require shareholder approval under relevant regulations [3][5][24]. - The issuance is subject to review and approval by the National Equities Exchange and Quotations [5]. 3. Historical Related Transactions - In the past 12 months, the company has engaged in various related transactions with the same related parties, with total amounts exceeding 5% of the latest audited net assets [6][25]. 4. Related Party Information - Yekong Fund is controlled by the company's indirect controlling shareholder, and Chuanghe Xincai and Jiatai Green Energy are also recognized as related parties due to their management connections [8][9]. 5. Financial Impact and Strategic Purpose - The capital increase is intended to support Jinlong Rare Earth's operational stability and long-term development, enhancing its market competitiveness [21][22]. - The company will maintain its controlling stake in Jinlong Rare Earth post-transaction, ensuring alignment with its strategic interests [21][22].