巨力索具股份有限公司关于股东拟协议转让公司股份暨权益变动的提示性公告

Core Viewpoint - The controlling shareholder of Giant Lifting Equipment Co., Ltd. plans to transfer 48 million shares, representing 5% of the company's total equity, to Shanghai Burun Zunxiang No. 1 Private Securities Investment Fund through a private agreement, with no impact on the company's governance structure or operations [2][3][5]. Group 1: Overview of the Equity Change - The controlling shareholder, Giant Group Co., Ltd., signed a share transfer agreement on November 27, 2025, to transfer 48 million unrestricted circulating shares at a price of 6.48 yuan per share, totaling 311.04 million yuan [3][4]. - Before the transfer, the controlling shareholder and its concerted actors held 271.38 million shares, accounting for 28.27% of the total equity [4][5]. Group 2: Relationship Between Parties - There is no equity control relationship between the transferor and the transferee, and no overlapping positions among directors or senior management [7][16]. - The transfer is primarily due to the controlling shareholder's funding needs, while the transferee's funds come from qualified investors of the private fund [8][10]. Group 3: Approval and Procedures - The transfer requires compliance review by the Shenzhen Stock Exchange and registration with the China Securities Depository and Clearing Corporation [9][27]. - The agreement stipulates that the transfer will not trigger a mandatory bid and will not affect the company's governance or operations [2][5]. Group 4: Key Terms of the Transfer Agreement - The agreement includes a payment schedule where 40% of the total price is due within 15 working days of signing, another 40% after obtaining confirmation from the Shenzhen Stock Exchange, and the remaining 20% upon registration completion [18][19]. - The transferee commits to a lock-up period of at least 12 months post-transfer, during which no shares will be sold or transferred [25][26]. Group 5: Compliance and Documentation - The equity change complies with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [27]. - Relevant documents, including the share transfer agreement and commitment letters, will be available for review [28].