YUEXIU PROPERTY (00123) announced that on January 5, 2026, the seller (an indirect non-wholly-owned subsidiary of the Company) entered into a cooperation agreement with the buyers (Hangzhou Binjiang, Kunhe Construction, and Zhejiang Yingguan) and the project company, Hangzhou Yueyun Real Estate Development Co., Ltd. The seller agreed to sell, and the buyers agreed to purchase, an aggregate of 73.74% of the actual interest in the project company, which is conditional upon the fulfillment of certain preconditions. Upon completion, the project company's equity will be held 26.26% by the seller, 25.74% by Hangzhou Binjiang, 24.00% by Kunhe Construction, and 24.00% by Zhejiang Yingguan, with shareholder loans provided to the project company proportioned identically at 26.26%, 25.74%, 24.00%, and 24.00%, respectively. The total consideration payable by the buyers includes an equity transfer consideration of RMB 516 million; expected interest of approximately RMB 4.4522 million; and an expected shareholder loan amount of RMB 501 million. This amount was determined based on 73.74% of the total land grant premium and the project company's funds (representing the buyers' actual interest share upon completion) plus interest payable to the seller. The land parcel is located in the Gongshu District of Hangzhou City, boasting excellent geographical advantages with comprehensive surrounding commercial, educational, and transportation amenities. The buyers are leading real estate companies in Hangzhou, China, renowned for their high-quality projects and strong customer reputation. The Directors believe that cooperation with the buyers will enhance the development efficiency and resource allocation for the land parcel. Given the above, the Directors consider the sale of the interest in the land parcel through this transaction to be in the best interests of the Group. Upon completion, the seller will hold a 50.50% equity interest in Joint Venture Company A, which in turn will hold a 52.00% equity interest in the project company. Consequently, the financial performance of the project company will be consolidated into the Company's consolidated financial statements and is expected to contribute to the overall operational scale and financial performance of the Group. After considering the aforementioned rationale and benefits, the Directors (including the independent non-executive directors) deem the terms of the cooperation agreement and the contemplated transactions thereunder to be fair and reasonable, concluded on normal commercial terms, undertaken in the ordinary and usual course of the Group's business, and in the overall interests of the Company and its shareholders.
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