Chifeng Gold (06693.HK): A-Share Agreement Transfer + H-Share Strategic Placement, Zijin Mining to Become Single Largest Shareholder

Gelonghui, March 23 — Chifeng Gold (06693.HK) announced that the board of directors was notified by Ms. Li Jinyang and Zhejiang Hanfeng (together with Ms. Li, collectively the “Single Largest Shareholder Group” or “Seller”) that on March 22, 2026, they entered into a share transfer agreement with Zijin Gold (a wholly owned subsidiary of Zijin Mining, 601899.SH/2899.HK). Under this agreement, they conditionally agree to sell, and Zijin Gold conditionally agrees to purchase approximately 242 million A-shares, representing about 12.73% of the company’s issued share capital as of the date of this announcement and prior to the completion of the share transfer and proposed investment.

The total sale consideration is approximately RMB 10.006 billion, equivalent to RMB 41.36 per share. Of the approximately 242 million shares being sold, about 190 million A-shares will be sold by Ms. Li, and about 51.52 million A-shares will be sold by Zhejiang Hanfeng. According to the share transfer agreement, Zijin Gold commits not to transfer any of the sold shares within 18 months from the completion of the proposed share transfer.

On March 22, 2026, the company entered into a strategic investment agreement with Zijin Gold, under which Zijin Gold conditionally agrees to subscribe, and the company conditionally agrees to allot and issue approximately 311 million new shares at HKD 30.19 per share. The company will issue the subscription shares under a special authorization. The subscription shares represent approximately 131.5% of the company’s existing H-shares and about 16.4% of the total existing shares as of the date of this announcement.

The total proceeds from the proposed investment are approximately HKD 9.386 billion, with an estimated net proceeds of about HKD 9.292 billion. The subscription price of HKD 30.19 per share represents a discount of approximately 28.3% compared to the closing price of HKD 42.08 per share on the last trading day before the strategic investment agreement date, March 18.

After the completion of both the share transfer and the proposed investment, Zijin Group will hold a total of approximately 572 million shares (including about 242 million A-shares and about 330 million H-shares), representing about 25.85% of the company’s enlarged issued share capital. Therefore, Zijin Group will become the company’s single largest shareholder group, and Ms. Li and Zhejiang Hanfeng will no longer be the single largest shareholder group. The company has applied to the Hong Kong Stock Exchange to resume trading of H-shares on March 23, 2026 (Monday) at 9:00 a.m. in Hong Kong.