BGRIMM Technology Co., Ltd. (SHSE:600980) agreed to acquire Zhuzhou Torch Industrial Furnace Co., Ltd. from a group of sellers for approximately RMB 210 million on November 16, 2021. The consideration shall be paid through cash and issuance of shares. The share issuance price for the issuance of shares to purchase assets is determined to be CNY 14.14 per share. The number of shares to be issued are 12,083,331. The cash portion will be funded through funds raised via placement. BGRIMM Technology Co., Ltd intends to raise supporting funds from no more than 35 qualified specific investors including BGRIMM Technology Group Co., Ltd. through a non-public offering of shares, the matching funds from which are intended to be used to pay the cash consideration. The consideration shares will be lock up for a period of six months. Post completion, Zhuzhou Torch Industrial Furnace Co., Ltd. will become wholly owned subsidiary of BGRIMM Technology Co., Ltd. As of August 31, 2021, Zhuzhou Torch Industrial Furnace Co., Ltd. has reported total assets of CNY 224.1 million and net assets of CNY 140.8 million. As of July 30, 2022, the transfer procedures for the underlying assets of this transaction have been completed but the company still needs to issue shares to the counterparty and pay cash to pay the transaction consideration and issue shares to raise supporting funds within the validity period approved by the China Securities Regulatory Commission and fulfill other necessary obligations.

The transaction is subject to obtaining formal approval from Board of Directors of BGRIMM Technology Co., Ltd. and its shareholders, approval from China Securities Regulatory Commission and other possible approvals. The transaction has been reviewed and approved by internal decision-making bodies of Zhuzhou Zhonghe Enterprise Management Partnership (Limited Partnership) & Zhuzhou Qiyuan Enterprise Management Partnership (Limited Partnership), obtained approvals from shareholders of Zhuzhou Torch Industrial Furnace Co., Ltd. and approved at the seventh meeting of the seventh Board of Directors of BGRIMM Technology Co., Ltd. On July 4, 2022, China Securities Regulatory Commission approved the transaction. Guotai Junan Securities Co., Ltd. (SHSE:601211) acted as financial advisor, Dacheng Law Offices acted as legal advisor and Moore Stephens Da Hua acted as accountant to BGRIMM Technology Co., Ltd.

BGRIMM Technology Co., Ltd. (SHSE:600980) completed the acquisition of Zhuzhou Torch Industrial Furnace Co., Ltd. from a group of sellers on August 10, 2022.