XINZHU CORPORATION(SZ:002480) Xin Lang Cai Jing·2026-02-27 19:29Overview of the Transaction - The transaction involves three main components: asset sale, issuance of shares and cash payment for asset acquisition, and fundraising through share issuance. These components are interdependent and constitute a major asset restructuring that will not take effect unless all necessary approvals are obtained [1][4]. Asset Sale - The company plans to sell 100% equity of Sichuan Development Maglev Technology Co., Ltd. and related assets to Sichuan Shudao Rail Transit Group Co., Ltd. Additionally, it intends to sell 100% equity of Chengdu Xinzhu Transportation Technology Co., Ltd. and related assets and liabilities to Sichuan Road and Bridge Construction Group Co., Ltd. [1]. Share Issuance and Cash Payment - The company intends to issue shares and make a cash payment to acquire 60% equity of Sichuan Shudao Clean Energy Group Co., Ltd. from Shudao Investment Group Co., Ltd. Upon completion of this transaction, Sichuan Shudao Clean Energy will become a subsidiary of the company [2]. Fundraising through Share Issuance - The company plans to issue shares to no more than 35 qualified investors to raise funds, with the total amount not exceeding 100% of the transaction price for the asset acquisition. The number of shares issued will not exceed 30% of the total share capital after the completion of the asset purchase [3]. Historical Disclosure - The company has disclosed its plans for asset sale and share issuance since May 26, 2025, when its stock was suspended from trading. Subsequent announcements were made regarding the progress of the major asset restructuring [5][6]. Current Progress - The company is actively advancing the transaction and plans to adjust the restructuring scheme. It is organizing intermediary institutions to conduct additional audits and evaluations of the target assets. Further board meetings will be held to review the transaction proposals after these tasks are completed [9].