Stock abbreviation: Wazhou B Stock code: 200706 No.: 2026-12
Wafangdian Bearing Company Limited Risk Notification
Announcement on Trading Halt Upon Expiration of the
Current takeover offer Period and Possible Delisting of the
Company’s Shares
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:
Given that the results of the current takeover offer are subject to further confirmation, in accordance
with the relevant provisions, upon the Company ’ s application to the Shenzhen Stock Exchange
(hereinafter referred to as the "SZSE"), the trading of the Company’s shares will be halted from the
opening of trading on Monday, March 2, 2026.
website of the SZSE, as of the close of trading on February 26, 2026, the number of shares
tentatively accepted in the current takeover offer amounted to 49,413,439 shares. In accordance with
the disclosed takeover offer Report, if, upon the expiration of the current takeover offer period, the
number of declared publicly held Wazhou B shares tentatively accepted and temporarily deposited
with China Securities Depository and Clearing Corporation Limited Shenzhen Branch (hereinafter
referred to as "CSDCC Shenzhen") exceeds 39,050,000 shares—which means that the proportion of
publicly held Wazhou B Shares in the total share capital will be less than 10% after the takeover
offer—the Company’s shareholding structure will no longer meet the listing conditions. Pursuant to
Article 9.7.1 (1) (vi) of the Shenzhen Stock Exchange Listing Rules (hereinafter referred to as the
"SZSE Listing Rules"), the Company will submit an application to the SZSE for the voluntary
termination of its share trading.
companies that voluntarily terminate their listing. The company's shares will be delisted within five
trading days from the date of the Shenzhen Stock Exchange's announcement of the termination of
listing decision. Investors should be aware of the associated investment risks.
Stock abbreviation: Wazhou B Stock code: 200706 No.: 2026-12
disclosed the “Takeover Offer Report on Wafangdian Bearing Co., Ltd. “issued by Wafangdian
Bearing Group Co., Ltd. (hereinafter referred to as "Wafangdian Bearing Group" or the "Acquirer") on
January 19, 2026. For further details, please refer to CNINFO (http://www.cninfo.com.cn).
Wafangdian Bearing Group currently holds 244,000,000 unlisted domestic shares of Wazhou B
Shares, accounting for 60.61% of the total share capital. For the purpose of terminating the listing
status of Wazhou B Shares, the Acquirer intends to launch a full takeover offer to all shareholders of
tradable shares with no sale restrictions, involving a total of 158,600,000 shares in the takeover offer,
accounting for 39.39% of the total share capital of Wazhou B Shares. takeover offer price: HK$2.86
per share. The takeover offer period totals 39 natural days, i.e., from January 20, 2026 to February 27,
I. Expiration of the Current takeover offer Period and Trading Halt of the Company’s Shares
As of February 27, 2026, the period of the current takeover offer has expired. Given that the results of
the current takeover offer are subject to further confirmation, in accordance with the relevant
provisions such as the SZSE Listing Rules and the Shenzhen Stock Exchange Guidelines for
Self-Regulatory Supervision of Listed Companies No. 6 – Trading Halts and Resumptions, upon the
Company’s application to the SZSE, the Company’s shares (Stock Abbreviation: Wazhou B ; Stock
Code: 200706) will be halted from the opening of trading on Monday, March 2, 2026.
Pursuant to the agreements in the Takeover Offer Report, the current takeover offer shall take effect
on the condition that the shareholding structure of Wazhou B Shares meets the delisting
requirements. If, upon the expiration of the current full takeover offer, the number of declared publicly
held Wazhou B Shares accepting the takeover offer exceeds 39,050,000 shares—which means that
the proportion of publicly held Wazhou B Shares in the total share capital will be less than 10% after
the takeover offer—the current takeover offer shall take effect. If, upon the expiration of the current
full takeover offer, the number of declared publicly held Wazhou B Shares accepting the takeover
offer is less than 39,050,000 shares—which means that the proportion of publicly held Wazhou B
Shares in the total share capital remains higher than 10%—the current full takeover offer shall be null
and void ab initio, the original tentative acceptance declarations shall no longer be valid, and CSDCC
Shenzhen shall automatically terminate the temporary custody of the corresponding shares.
Based on the results of the current takeover offer, if the current takeover offer takes effect, the
Company will submit an application to the SZSE for delisting, and the Company’s shares will continue
to be halted from the date of announcing the results of the takeover offer; if the current takeover offer
does not take effect, the Company’s shares will resume trading from the date of announcing the
results of the takeover offer.
II. Risk of Delisting of the Company's Shares
Pursuant to Article 9.7.1 (1) (vi) of the SZSE Listing Rules, "Where a listed company falls under any of
the following circumstances, it may apply to the Exchange for the voluntary termination of its share
Stock abbreviation: Wazhou B Stock code: 200706 No.: 2026-12
trading: ... (vi) A shareholder of the company makes a takeover offer to acquire all or part of the
shares from all other shareholders for the purpose of terminating the company's share listing,
resulting in changes to the company's total share capital, shareholding structure and other aspects
that make it no longer meet the listing conditions; ..."
According to the data disclosed on the official website of the SZSE, as of the close of trading on
February 26, 2026, the number of shares tentatively accepted in the current takeover offer amounted
to 49,413,439 shares. In accordance with the disclosed takeover offer Report, if, upon the expiration
of the current full takeover offer, the number of declared publicly held Wazhou B Shares accepting the
takeover offer exceeds 39,050,000 shares (which means the proportion of publicly held Wazhou B
Shares in the total share capital will be less than 10% after the takeover offer), the current takeover
offer shall take effect and the Company will apply to the SZSE for delisting.
In addition, the Company's shares face the risk of being untradable after the completion of the current
takeover offer and prior to delisting: if the current takeover offer achieves the purpose of terminating
the Company's listing, in accordance with Articles 8.7, 9.7.6 and 9.7.11 of the SZSE Listing Rules, the
Company's shares will be halted from trading from the expiration of the current takeover offer period
to the announcement of the takeover offer results, and will continue to be halted after the
announcement of the takeover offer results until the SZSE terminates the Company's share listing
with no delisting consolidation period applicable. The Company's shares will be delisted within five
trading days from the date on which the SZSE announces the decision to terminate the Company's
listing. Based on the above analysis, the Company's shares are at risk of being untradable after the
completion of the current takeover offer and prior to delisting. Investors are kindly requested to pay
attention to the relevant investment risks.
Pursuant to the agreements in the takeover offer Report, if the current takeover offer is successfully
completed and Wazhou B Shares are delisted, the Acquirer will, in accordance with Article 74 of the
Securities Law, acquire the remaining shares intended to be sold by the remaining shareholders at
the takeover offer price for the current takeover offer. The specific procedures and steps for the
acquisition of remaining shares will be announced separately.
The Company will closely monitor the progress of matters related to the current takeover offer and
perform its information disclosure obligations in strict accordance with the provisions of relevant laws
and regulations based on such progress. The designated information disclosure media of the
Company are the Securities Times and CNINFO (http://www.cninfo.com.cn). All relevant information
shall be subject to the content published on the aforesaid designated media. Investors are kindly
requested to pay attention to investment risks.
Hereby notify
Board of directors of
Wafangdian bearing Company limited
Stock abbreviation: Wazhou B Stock code: 200706 No.: 2026-12
February 27, 2026
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