瓦轴B: 关于控股股东的股东国有股权无偿划转免于发出要约的提示性公告（英文）内容摘要

（原标题：关于控股股东的股东国有股权无偿划转免于发出要约的提示性公告（英文））

Stock abbreviation: Wazhou B Stock code: 200706 No.: 2024-026

Wafangdian Bearing Company Limited Suggestive announcement of exemption from the offer regarding the transfer of the shareholder's state-owned equity of the controlling shareholder without compensation

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.

Important content note:

This acquisition is a free transfer of state-owned assets, according to the relevant provisions of Article 63 of the first paragraph(1) of the Administrative Measures for the Acquisition of Listed Companies, can be exempted from the offer.

After the completion of the acquisition, the actual controller of the company will remain the State-owned Assets Supervision and Administration Commission of Dalian; Dalian Heavy Industry Equipment Group Co., LTD. is newly added as the indirect controlling shareholder of Wafangdian Bearing Co., LTD., and the direct controlling shareholder and actual controller of the Company have not changed.

I. Reasons for this acquisition

In order to help Wafangdian Bearing Group Co., LTD. to deepen reform, transformation and development, Dalian Equipment Investment Group Co., LTD. intends to transfer its 93.2344% equity of Waxing Group to Heavy Industry Equipment Group free of charge.

II. Basic information of this acquisition

After this free transfer, the purchaser Heavy Industry Equipment Group holds 93.23% of the shares of Waxing Group and becomes the controlling shareholder of Waxing Group. Since Waxing Group holds 24,400 million shares of the company, accounting for 60.61% of the total share capital of the listed company, after this transfer, Heavy Industry Equipment Group will indirectly control 60.61% of the shares of the listed company through Waxing Group, and Dalian SASAC will still be the actual controller of the listed company.

According to Article 63, paragraph 1(1) of the Measures for the Administration of Acquisitions, if the state-owned assets are transferred, changed or merged without compensation with the approval of the government or the state-owned assets management department, resulting in the shares of investors who have an interest in a listed company accounting for more than 30% of the company's issued shares, the relevant investors may be exempted from making an offer.

III. Description of other relevant matters

After this free transfer, Heavy Industry Equipment Group is newly added as the indirect controlling shareholder of the Company, and the direct controlling shareholder and actual controller of the company have not changed.

After the completion of the acquisition, the actual controller of the company is still Dalian State-owned Assets Supervision and Administration Commission, and the controlling shareholder is still Waxing Group. According to the relevant provisions of the "Measures for the Management of Acquisitions of Listed Companies", the information disclosure obligation Heavy Industry Equipment Group needs to prepare an acquisition report on the above matters, and hire a lawyer to issue a legal opinion.