Shenzhen Pagoda Industrial (Group) Corporation Limited (the “Company,” stock code: 2411) has announced connected transactions involving a deemed disposal of equity interest in its subsidiary Pagoda Commercial Management and the provision of financial assistance to that subsidiary. According to the announcement dated February 2, 2026, the transactions are subject to certain regulatory and shareholder approvals.

Shenzhen Pagoda Industrial (Group) Corporation Limited noted that Mr. Tian and Mr. Lai, both involved in the Company’s management, will invest RMB660,000 and RMB300,000, respectively, into the registered capital of Pagoda Commercial Management. This capital injection of RMB960,000 in total will dilute the Company’s shareholding in Pagoda Commercial Management from 100% to 51.02%, with Mr. Tian and Mr. Lai holding approximately 33.67% and 15.31%, respectively. Pagoda Commercial Management will remain a subsidiary and continue to be consolidated into the Company’s financial statements.

Additionally, the Company entered into supplementary and new loan agreements with Pagoda Commercial Management. The initial principal of RMB180 million, previously interest-free, will now bear interest at an annual rate of 3.0% plus 20 basis points from February 2, 2026, through March 31, 2029. A new facility of up to RMB70 million is also offered under similar terms and timeframe. These loans are designated to support set-up expenses, daily operations, and working capital for Pagoda Commercial Management’s fruit and snack retail initiatives.

Upon the effective completion of the capital injection, Pagoda Commercial Management becomes a non-wholly owned subsidiary and thus a connected subsidiary of the Company under Chapter 14A of the Listing Rules. The highest applicable percentage ratio for the aggregated loans exceeds 5%, making the loan arrangements and the amended terms subject to reporting, announcement, circular, and independent shareholders’ approval requirements at the extraordinary general meeting (EGM). A circular containing further details, along with the independent board committee’s and independent financial adviser’s opinions, is expected to be released on or before February 26, 2026.