Duyu (Shanghai) Information Services Co., Ltd. entered into an agreement to acquire Sichuan Hanhua Micro-credit Co., Ltd. from Hanhua Financial Holding Co., Ltd. (SEHK:3903) for approximately CNY 800 million on May 31, 2023. Hanhua Financial Holding will use proceeds in its business development and general working capital. As per agreement, The consideration for the Disposal shall be payable in five tranches: first tranche payment of CNY 4.4 million within one business day upon the fulfillment or waiver of the relevant conditions precedent, second tranche of CNY 3.9 million within one business day upon the fulfillment or waiver of the relevant conditions precedent, third tranche payment of CNY 5 million, fourth tranche payment of CNY 786.2 million, fifth tranche payment of CNY 0.5 million.

The first tranche payment of the consideration is subject to approval of shareholders of Hanhua Financial Holding, approval by Sichuan Financial Bureau, Chengdu Financial Bureau and other financial regulatory authorities (if necessary) and all the condition precedent in respect of the first tranche payment have been satisfied. The second tranche payment of the consideration is subject to Duyu (Shanghai) Information and Hanhua Financial Holding have completed the registration or filing procedures for industrial and commercial changes, Duyu (Shanghai) Information and Hanhua Financial Holding have completed the transfer of documents or items set out in the list of assets to be transferred as signed and confirmed. The third tranche payment of the consideration is subject to Hanhua Financial Holding have transferred not less than CNY 5 million to Sichuan Hanhua Micro-credit.

The fourth tranche payment of the consideration is subject to Duyu (Shanghai) Information shall confirm all conditions precedent in respect of the fourth tranche payment have been satisfied. The fifth tranche payment of the consideration is subject to the first to fourth tranche payments of the consideration having been made to Duyu (Shanghai) Information. Sichuan Hanhua Micro-credit has reported net assets of CNY 791.1 million and net loss of 1.4 million on December 31, 2022.

The disposal shall be completed on the date of completion of the relevant matters of Sichuan Hanhua Micro-credit mentioned in each tranche.