五矿发展股份有限公司关于重大资产置换、发行股份及支付现金购买资产并 募集配套资金暨关联交易事项的进展公告

Group 1 - The company plans to acquire 100% equity of W矿矿业控股有限公司 and 100% equity of 鲁中矿业有限公司 from its controlling shareholder, 中国五矿股份有限公司, through asset swaps, issuance of shares, and cash payments [1] - The transaction is expected to constitute a major asset restructuring and related party transaction, but will not result in a change of actual controller or a restructuring listing [1] - The company's stock was suspended from trading starting December 30, 2025, due to the planning of this major asset restructuring [1][2] Group 2 - On January 14, 2026, the company held its 12th meeting of the 10th Board of Directors, where it approved the proposals related to the major asset swap and fundraising [2] - The company is actively progressing with the transaction, including auditing, evaluation, and due diligence, as of the date of the announcement [2] - The transaction requires further approval from the Board of Directors and the shareholders' meeting, as well as regulatory approval, which introduces uncertainty regarding the timing of these approvals [2]