Huayi Tencent Entertainment Company Limited (SEHK:419) entered into an Equity Transfer Agreement to acquire a 10% stake in Pingtan Xinban Clinic Company Limited from Beijing Dream Tree Medical Technology Company Limited for CNY 2.5 million on April 7, 2021. Consideration will be paid in cash. Consideration is subject to the fulfilment of the First Performance Target (being primarily the Target Group’s aggregate revenue reaching CNY 150 million in the first year following the Completion Date) and the Second Performance Target (being primarily the Target Group’s aggregate revenue reaching CNY 600 million and the Target Group’s profits after taxation reaching CNY 40 million in the year following the satisfaction of the First Performance Target) by the Target Group). Target Group comprises of Pingtan Xinban Clinic Company Limited, Hainan Dexin Technology Company Limited and Shaanxi Yizhinuo Information Technology Company Limited. In a related transaction, Huayi Tencent Entertainment Company Limited entered into the Capital Increase agreement to subscribe 41% new registered capital of Pingtan Xinban Clinic Company Limited for CNY 201.5 million. Subject to Target Group’s achievement of the First Performance Target and the Second Performance Target and there being no nominee holding arrangement in relation to equity interest in Pingtan Xinban, Huayi Tencent Entertainment Company Limited to acquire the remaining 49% of the total equity interest in Pingtan Xinban from the Founding Shareholders for CNY 196 million (subject to adjustments depending on the extent of fulfilment of the Guaranteed Profits of not less than CNY 50 million by Pingtan Xinban in each of the two years after the completion of the Further Acquisition. Post completion of agreement and capital increase transaction, Pingtan Xinban will become non-wholly owned subsidiary of Huayi Tencent Entertainment Company Limited and will become wholly-owned subsidiary upon completion of the Further Acquisition. Upon completion of the Restructuring, Pingtan Xinban will own the entire equity interest in Yizhinuo Information Technology Company Limited directly and Hainan Dexin Technology Company Limited through Yizhinuo Information Technology Company Limited. Board of directors of Pingtan Xinban shall comprise 5 directors, of which 3 directors shall be appointed by Huayi Tencent Entertainment Company Limited and 1 director shall be appointed by each of Wang Jian and Shang Jing respectively. Transaction is subject to due diligence on the Target Group being conducted, the Restructuring having been completed, the Equity Transfer Agreement being executed and other necessary conditions.