Global New Material International Holdings Limited has executed a supplemental agreement that advances its planned acquisition of a controlling stake in Jihua Group and tightens seller obligations ahead of completion.

The latest agreement, signed on 16 July 2026, follows several months of due-diligence work that Global New Material’s investment vehicle, Junheng LLP, deemed satisfactory. The transaction remains classified as a “major transaction” under Hong Kong Listing Rules, as the relevant percentage ratios exceed 25 % but are below 100 %. Shareholder approval will be sought at an extraordinary general meeting, with a detailed circular expected on or before 31 August 2026.

Key additions to the deal framework include:

1. Expanded conditions precedent • Verification that all representations by vendors Hangzhou Jinhui and Mr Shao remain “true, accurate and complete.” • Confirmation that Jihua Group continues as a going concern with no material adverse change and retains its listing status. • Renewal of expired land-use rights and completion (or regulatory confirmation) of environmental, energy and safety approvals for Jihua’s fixed-asset projects. • Counterparty consent or notification regarding any change-of-control clauses in Jihua’s credit, borrowing or guarantee agreements. • Delivery of up-to-date unaudited financial statements showing no material deterioration.

2. Indemnification provisions The vendors must jointly and severally reimburse Zhejiang Jihua for: • Any single litigation claim exceeding RMB5.00 million—or cumulative claims over RMB10.00 million—linked to pre-completion events. • Post-completion impairment or non-recovery of trust, asset-management, wealth-management or equity-investment products acquired before completion, excluding certain disclosed legacy real-estate trust exposures and specified private-equity holdings.

3. Specific undertakings and guarantees • Listing security: If pre-completion issues trigger additional risk warnings or delisting measures for Zhejiang Jihua, Junheng LLP may terminate the deal and compel the vendors to repurchase the acquired shares. • Liquidity floor: On completion, Jihua must hold at least RMB1.80 billion in freely disposable cash. Any shortfall must be covered by the vendors within three business days. • Liability containment: During the transition period, new financial liabilities above RMB10 million require Junheng LLP’s prior approval. Prohibited actions include abnormal dividends, related-party fund misappropriation or non-operational borrowings. • Five-year non-competition covenant covering all PRC territories. • Post-signing cooperation obligations, including facilitating board changes, regulatory filings and provision of information for up to 12 months post-completion.

All other terms of the original share-transfer agreement announced on 11 February 2026 remain unchanged.

Shareholders and potential investors are advised to exercise caution when dealing in Global New Material shares, as completion of the acquisition is still subject to the fulfilment of all conditions precedent and subsequent shareholder approval.