1. Transaction Framework C&D International Investment Group Limited (C&D International) and C&D Property Management Group Co., Ltd. (C&D Property) disclosed that their jointly owned subsidiary, Xiamen Yirui Investment Management Co., Ltd., entered into two non-binding memoranda of understanding (MOUs) on 10 April 2026 for the possible acquisition of 100% equity interests in: • Xiamen C&D City Service Development Co., Ltd. (C&D City Service) from Xiamen C&D Group Co., Ltd. and Xiamen Huayi Industry & Trade Co., Ltd. • Lianfa (Group) Property Services Company Limited (Lianfa Property) from Xiamen Lianfa (Group) Real Estate Co., Limited.
2. Consideration and Due Diligence Final consideration for both targets will be settled in cash and negotiated with reference to: • Asset appraisal values filed with the relevant state-owned assets regulator. • Findings from due diligence to be conducted by Xiamen Yirui. Each party will bear its own transaction expenses. Apart from provisions on confidentiality, governing law and expenses, the MOUs are not legally binding.
3. Connected-Party Nature All vendors are connected persons under Hong Kong Listing Rules: • Xiamen C&D and Xiamen Huayi are controlling shareholders or associates of C&D International and C&D Property. • Xiamen Lianfa is a subsidiary of Xiamen C&D Inc., also a controlling shareholder. Accordingly, any definitive agreements would constitute notifiable and connected transactions for both listed companies.
4. Strategic Rationale Management expects the acquisitions, if completed, to: • Broaden C&D Property’s service scope from community to urban public services through C&D City Service. • Expand gross floor area under management and raise concentration in core cities via Lianfa Property, enhancing economies of scale. • Strengthen competitive advantages and diversify revenue streams across the enlarged platform.
5. Shareholding Structure Snapshot • C&D International controls approximately 55.74% of C&D Property through direct shareholding of 565.03 million shares and voting rights over an additional 219.95 million shares. • Well Land International Limited holds 6.08% of C&D Property and 55.68% of C&D International (1.25 billion shares). • C&D Real Estate Corporation Limited owns 100% of Well Land and is 64.654% owned by Xiamen C&D Inc. and 35.346% by Xiamen C&D Group.
6. Next Steps and Caution Terms of any formal sale-and-purchase agreements remain under negotiation; the transactions may or may not proceed. Both companies will release further announcements in accordance with the Listing Rules. Shareholders and investors are advised to exercise caution when dealing in the securities of C&D International and C&D Property.
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