Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

Wafangdian Bearing Company Limited

Announcement on the Receipt of the Summary of the

Takeover Offer Report and the Resumption of Trading.The Company and all members of the BOD guarantee that the information

disclosed is true accurate and completed and that there are no false records

misleading statements or material omissions.Special Note:

1.Wafangdian Bearing Company Limited (hereinafter referred to as the "Company"Wazhou B) (Stock

abbreviation: Wazhou B Stock code: 200706)Trading of the shares will resume from the market

opening on Thursday December 18 2025.

2. The Company received the "Summary of the Takeover Offer Reportof Wafangdian Bearing Co.

LTD." (hereinafter referred to as the "Summary of the Takeover Offer Report")issued regarding this

takeover offer from Wafangdian Bearing Group Co. LTD(hereinafter referred to as "Wazhou Group")

on December 17 2025The specific details are now announced as follows:

(1) The entity undertaking this tender offer is Wazhou Group The Group has initiated a

comprehensive tender offer aimed at terminating the listing status of Wazhou B.

(2) This takeover Offer is a full offer made to all shareholders of Wazhou B other than Wazhou Group.

The number of shares subject to the takeover Offer is 158600000 shares accounting for 39.39% of

the total shares of the listed company. The offer price is 2.86 Hong Kong dollars per share.I. Trading Suspension Matter

Due to the controlling shareholder Wazhou Group's plan to arrange a comprehensive takeover Offer

and in order to ensure fair information disclosure avoid abnormal fluctuations in the company's stock

price and protect the interests of investors in accordance with the relevant provisions of the

Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 6 — Trading

Suspension and Resumption the company applied to the Shenzhen Stock Exchange. Consequently

1Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

the company's stock (Stock abbreviation: Wazhou B Stock code: 200706) was suspended from

trading starting from the market opening on Tuesday December 16 2025. For specific details please

refer to the "Announcement Regarding Trading Suspension Due to Controlling Shareholder's

Planning of a Takeover Offer. " (Announcement No.: 2025-036) released by the company on Juchao

Information Network (http://www.cninfo.com.cn) and Securities Times on December 16 2025.II. Overview of the Summary of the takeover Offer Report

1. Basic Information of the Acquirer

Name of the

Wafangdian Bearing Group Co. LTD

acquirer

Registered

No. 1 Section 1 North Gongji Street Wafangdian City Liaoning Province

address

Main office

No. 1 Section 1 North Gongji Street Wafangdian City Liaoning Province

location

Legal

Meng Wei

representative

Registered capital 519869400 yuan

Unified social

91210200242386663D

credit code

Business term from1995-12-22 to 2045-12-22

Company type Limited liability company

Postal Code 116300

Contact number 0411-62198238

Import and export of goods import and export of technology (Projects subject to

approval in accordance with the law can only be carried out after approval by

relevant departments. The specific business items are subject to the approval

results) General items: Manufacturing of bearings gears and transmission

components sales of bearings gears and transmission components

manufacturing of metal tools sales of metal tools manufacturing of special

equipment (excluding manufacturing of licensed professional equipment)

Business scope

research and development of mechanical equipment sales of mechanical

equipment manufacturing of non-metallic mineral products sales of

non-metallic minerals and products casting of ferrous metals casting of

non-ferrous metals manufacturing of automotive parts and accessories Retail of

auto parts wholesale of auto parts manufacturing of railway locomotive and

rolling stock parts sales of railway locomotive and rolling stock parts industrial

design services repair of general equipment technical services technical

2Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

development technical consultation technical exchange technical transfer and

technical promotion sales of metal materials housing rental non-residential

real estate rental mechanical equipment rental.As of the date of signing the "Summary of the takeover Offer Report" the equity control relationship

of the acquirer is as shown in the figure:

2. Purpose of the takeover Offer

n recent years impacted by factors such as the global economic recession and structural

adjustments Wazhou B has incurred consecutive annual losses and its operational conditions have

continued to deteriorate. Since the beginning of this year the compounding effects of multiple

adverse factors have further constrained the company's operations while its financial risks are

expected to increase steadily. Should this situation persist the company's operational risks are bound

to intensify.Taking all these factors into consideration Wafangdian Bearing Group as the controlling

shareholder of Wazhou B has decided to initiate a comprehensive tender offer to all circulating

shareholders with the objective of terminating the listing status of Wazhou B. This move aims to fully

protect the interests of Wazhou B's shareholders and reflect the responsibility and commitment of a

state-owned enterprise.

3. Decision-Making and Approval Procedures Completed for This Transaction

On November 17 2025 the Wazhou Group Party Committee decided to initiate the voluntary

delisting process for Wazhou B which was submitted to Dalian SASAC(State-owned Assets

Supervision and Administration Commission of Dalian Municipal People's Government) by Dalian

3Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

Heavy Industry Equipment Group Co. LTD and received approval on November 25. On December

16 2025 the Wazhou Group Board of Directors reviewed and passed the resolution to approve the

launch of this takeover Offer authorizing the Chairman to sign the Summary of the takeover Offer

Report.

4. Whether the Acquirer Plans to Further Increase Its Holdings in the Listed Company’s

Shares Within the Next Twelve Months

As of the date of signing this report apart from this takeover Offer and the plan to acquire the

remaining shares from shareholders intending to sell the acquirer currently has no plans to further

increase its holdings in the listed company’s shares within the next 12 months. Should any relevant

changes in equity occur in the future the acquirer will strictly comply with relevant regulations to fulfill

its information disclosure obligations.

5. Conditions for the Effectiveness of the takeover Offer

This takeover Offer is conditioned on Wazhou B's equity distribution meeting the Shenzhen Stock

Exchange delisting requirements. If upon the expiration of this general takeover Offer the number of

Wazhou B’s publicly held shares tendered exceeds 39050000 shares—meaning that the proportion

of Wazhou B’s publicly held shares to its total share capital falls below 10% after the

acquisition—then this takeover Offer will become effective. Conversely if upon expiration the

number of Wazhou B’s publicly held shares tendered is less than 39050000 shares—meaning the

proportion of Wazhou B’s publicly held shares to its total share capital remains above 10%—then this

general takeover Offer will be ineffective from the outset. Any prior acceptances will no longer be valid

and China Securities Depository and Clearing Corporation Limited Shenzhen Branch will

automatically release the temporary custody of the corresponding shares.

6. Details of the Shares Subject to This takeover Offer

According to Article 26 of the "Administrative Measures for the Acquisition of Listed Companies"The

shares subject to this takeover Offer are the Wazhou B shares held by shareholders other than the

acquirer. The quantity of shares under the offer is as follows:

The proportion of

Quantity of takeover

Types of shares Offer price the total share

Offer (shares)

capital

2.86 Hong Kong

Tradable shares (B shares) 158600000 39.39%

dollar/share

In accordance with relevant regulations such as the Securities Law and the Acquisition Measures the

offer price for this takeover Offer and its calculation basis are as follows: The arithmetic average of

Wazhou B’s daily volume-weighted average prices over the 30 trading days prior to the

announcement date of the summary of this takeover Offer report is 2.8436 Hong Kong dollars per

4Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

share. During the six months preceding the announcement date of the summary of this takeover Offer

report the acquirer did not engage in any trading of Wazhou B’s shares. The closing price of HK$2.86

per share on the record date for this tender offer report summary announcement.After

comprehensive consideration the acquirer has determined the offer price to be 2.86 Hong Kong

dollars per share.If Wazhou B undertakes any corporate actions such as dividend distributions bonus share issues or

capital reserve conversions into share capital (events involving ex-rights or ex-dividends) between

the announcement date of the summary of this takeover Offer report and the expiration date of the

takeover Offer period the offer price will be adjusted accordingly.

7. Details Regarding the Funds for the takeover Offer

Based on the offer price of 2.86 Hong Kong dollars per share the maximum total funds required for

this takeover Offer amount to 453596000 Hong Kong dollars.In accordance with the requirements of relevant laws and regulations Wazhou Group will deposit no

less than 90720000 Hong Kong dollars (i.e. no less than 20% of the maximum total funds required

for this takeover Offer) into the designated account of China Securities Depository and Clearing

Corporation Limited Shenzhen Branch within two trading days after disclosing the "Summary of the

takeover Offer Report" as a performance guarantee for this takeover Offer.The funds required for this takeover Offer are sourced from the acquirer's own funds or self-raised

funds and are not obtained directly or indirectly from Wazhou B or its affiliated entities ensuring

legality. There is no scenario where the shares acquired in this takeover Offer are pledged to banks or

other financial institutions for financing. The acquirer possesses the performance capability required

for this takeover Offer.Upon the expiration of the takeover Offer period the acquirer will confirm the acquisition results

based on the quantity of pre-accepted tender shares held in temporary custody by China Securities

Depository and Clearing Corporation Limited Shenzhen Branch and fulfill the takeover Offer in

accordance with the offer conditions.

8. Duration of the takeover Offer

The duration of this takeover Offer is 30 calendar days unless a competing offer arises. For specific

dates of the takeover Offer period please refer to the relevant content in the full version of the

takeover Offer report to be announced subsequently. Within the last three trading days prior to the

expiration of the takeover Offer period shareholders who have pre-accepted the offer may not

withdraw their acceptance.During the takeover Offer period investors can inquire about the quantity of shares pre-accepted

under the takeover Offer and the quantity of shares for which pre-acceptance has been withdrawn as

of the previous trading day on the Shenzhen Stock Exchange website (http://www.szse.cn/).III. Other Explanatory Notes

5Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-37

The above only represents part of the content of this takeover Offer. For details please refer to the

"Summary of the Takeover Offer Reportof Wafangdian Bearing Co. LTD." disclosed on the Juchao

Information Network (http://www.cninfo.com.cn) and the Securities Times. As of the date of this

announcement this takeover Offer has not yet taken effect and still carries certain uncertainties. All

information of the Company shall be based on the announcements published in the aforementioned

designated media. Investors are kindly advised to invest rationally and be mindful of the risks.IV. Reference Documents

1.Summary of the Takeover Offer Reportof Wafangdian Bearing Co. LTD.

Hereby notify

Board of directors of

Wafangdian bearing Company limited

December 17 2025

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