China Oil And Gas Group Limited (the “Company”), together with its subsidiaries, has entered into a Letter of Intent dated 27 October 2025 with Shandong Shengli Co., Ltd. (“Shengli Share”) regarding a proposed transaction involving certain subsidiaries. Shengli Share is listed on the Shenzhen Stock Exchange (stock code: 000407) and is held approximately 22.16% by the Company.

Under the Letter of Intent, Shengli Share intends to acquire equity interests in four target companies through share issuance and cash payment. The proposed acquisition covers: (1) China Oil and Gas (Zhuhai Hengqin) Company Limited; (2) Tiandashengtong New Energy (Zhuhai) Co., Ltd.; (3) Nantong Oil & Gas Co., Ltd. (51% equity interests); and (4) Qinghai China Oil Ganhe Industrial Park Gas Co., Ltd. (40% equity interests). According to the announcement, the final consideration is subject to negotiations and the results of valuation.

The transaction is contingent upon several conditions, including completion of formal due diligence on these targets, necessary corporate approvals, and relevant regulatory authorizations. The Letter of Intent is non-legally binding, apart from confidentiality and related provisions, and may thus not result in a confirmed deal. Should a definitive agreement be signed or any significant development arise, the Company will make further announcement(s) as required.

The Company and its subsidiaries primarily focus on natural gas investment and energy-related businesses. According to the announcement, if this acquisition proceeds, it could constitute a notifiable transaction under Hong Kong Listing Rules, and shareholders and investors are advised to exercise caution as the proposals may or may not materialize.