Hunan New Wellful Co.,Ltd. (SHSE:600975) agreed to acquire a 48.2% stake in Yuanjiang Tianxin Seed Industry Co., Ltd. from Hunan Modern Seed Investment Co., Ltd. and Hunan Tianyuan Agricultural Development Co., Ltd. for CNY 2063 on June 3, 2022. Under the terms, CNY 0.0018568437 will be paid in shares and CNY 0.000206316 cash. The consideration will be paid in combination of cash and stock, which needs to be determined through negotiation between the parties to the transaction. In related transaction, Hunan New Wellful Co.,Ltd. agreed to acquire Hunan Tianxin Breeding Share Co., Ltd. from group of sellers, 39% stake in Hengdong Tianxin Seed Industry Co., Ltd., 49% stake in Jingzhou Xiangmu Seed Industry Co., Ltd. and 46.70% stake in Liling Tianxin Seed Industry Co., Ltd. from Hunan Modern Seed Investment Co., Ltd., Hunan Tianhan Animal Husbandry Development from Tibet Chayi Agricultural Technology Co., Ltd. and Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership), Chenzhou Xiasitian Agricultural Technology Co., Ltd. from Chenzhou Xiangmu Agricultural Technology Partnership (Limited Partnership) and Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership), Xinhua County Jiuyang Agricultural Development Co., Ltd. from Cao Bentao and Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership), Hengdong Xinbang Animal Husbandry Development Co., Ltd. from Hunan Lüdai Enterprise Management Partnership (Limited Partnership), Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership) and Xu Xiuying, Hunan Tianqin Animal Husbandry Development Co., Ltd. from Tibet Chayi Agricultural Technology Co., Ltd. and Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership) and Longshan Tianhan Animal Husbandry Development Co., Ltd. from Tibet Yijin Industrial Co., Ltd. and Hunan New Wellful Phase I Industrial Investment Fund Enterprise (Limited Partnership). The cash consideration will be funded from the proceeds of raised supporting funds from no more than 35 qualified specific investors through the non-public issuance of ordinary shares.

The transaction has been reviewed and approved at the 28th meeting of the fifth board of directors of Hunan New Wellful. The transaction still requires both parties to sign a formal transaction agreement, approval by the general meeting of shareholders of Hunan New Wellful, approval of the competent state-owned assets supervision and administration department, and the competent state-owned assets supervision and administration department, approval of the China Securities Regulatory Commission and subject to other necessary approvals or approvals (if necessary) required by relevant laws and regulations. As on September 21, 2022, The shareholders of Hunan New Wellful has approved acquisition of assets through the issuance of shares and cash and raising of supporting on 1st extraordinary shareholders meeting held on September 21, 2022. As of December 10, 2022, The Merger, Acquisition and Reorganization Examination Committee of Hunan New Wellful has conditionally approved the deal on December 9, 2022.

China Merchants Securities Co., Ltd. (SHSE:600999) acted as financial advisor, Hunan Qiyuan Law Firm acted as legal advisor and Moore Stephens Da Hua acted as accountant to Hunan New Wellful Co.,Ltd. (SHSE:600975).

Hunan New Wellful Co.,Ltd. (SHSE:600975) completed the acquisition of 48.2% stake in Yuanjiang Tianxin Seed Industry Co., Ltd. from Hunan Modern Seed Investment Co., Ltd. and Hunan Tianyuan Agricultural Development Co., Ltd. on December 29, 2022.