Cosco Haifa(02866) announced that the company intends to purchase its 100% equity interest in OneWorld Qidong, OneWorld Qingdao, OneWorld Ningbo and OneWorld Technology from Cosco Investment and issuance shares, with a total transfer price of about 3.562 billion yuan. Among them, the transfer price of Huan Yu Qidong 100% equity is about 1.571 billion yuan, and the transfer price of OneWorld Qingdao 100% equity is about 1.333 billion yuan. The transfer price of the 100% stake in OneWorld Ningbo is about 606 million yuan, and the transfer price of the 100% stake in Oneworld is 51.8278 million yuan. This issue shares purchase assets of the share issue price of 2.46 yuan per share, the company will issue a total of about 1.448 billion shares to the other side of the transaction.

In addition, the company plans to raise matching funds by way of non-public offering of shares from no more than 35 (including 35) qualified investors, including China Shipping, and the total amount of matching funds raised shall not exceed 1.464 billion yuan. no more than 100% of the transaction price of the assets to be purchased by issuing shares in this restructuring And the number of shares issued shall not exceed 30% of the total share capital of the listed company before this transaction (that is, not more than about 3.482 billion shares). Among them, the amount of matching funds to be raised by China Shipping is 600 million yuan, which does not exceed the upper limit of the total amount of matching funds to be raised as approved by the China Securities Regulatory Commission.

This transaction intends to raise no more than 1.464 billion yuan of supporting funds, after deducting intermediary fees and related taxes and fees, it is intended to be used for the technical transformation project of OneWorld Qidong production line, the technological renovation project of OneWorld Qingdao container production line, the Oneworld Ningbo logistics equipment renovation project, the upgrading and construction project of OneWorld science and technology information system and the replenishment of liquidity of listed companies. Among them, the proportion of replenishing the liquidity of listed companies does not exceed 25% of the consideration for issuing shares to purchase assets.

After the completion of this transaction, China Shipping remains the direct controlling shareholder of the listed company, COSCO Shipping Group remains the indirect controlling shareholder of the listed company, and SASAC of the State Council remains the actual controller of the listed company. Therefore, this transaction will not lead to changes in the controlling shareholders and actual controllers of the listed company.

Before this transaction, listed companies focused on shipping and related industries leasing, container manufacturing, investment and service business. This transaction is the acquisition of all shares in the underlying company held by COSCO Shipping Investment, which is mainly engaged in container manufacturing business. After the completion of this transaction, there has been no significant change in the main business of the listed company.

Through this transaction, listed companies can effectively eliminate inter-industry competition, further increase the global market share of container manufacturing business, strengthen scientific and technological research and development capabilities, fill and optimize resource layout in some key areas and enhance location advantages, enhance the ability to meet the diversified product needs of customers, and greatly enhance the company's comprehensive strength in the container manufacturing business segment. Listed companies will continue to build industrial clusters with shipping and related industry leasing, container manufacturing, investment and related services as the core, so as to further enhance the core competitiveness and further enhance the interests of all shareholders.

The transaction of this issue of shares to purchase assets the other party COSCO Shipping Investment is a wholly-owned subsidiary of China Shipping, the direct controlling shareholder of the listed company. According to the relevant provisions of the listing rules, the purchase of assets in this issue constitutes a related party transaction.