Short title:WaZhou B Code：200706 No.: 2025-07
Wafangdian Bearing Co., Ltd. about Holding more than 5%
Shareholders Suggestive Announcement of Proposed Share
Donation and Change of Interest
The Company and all directors guarantee that the content of the announcement is true, accurate and complete, and
there are no false records, misleading statements or material omissions.
Special tips：
1. AKTIEBOLAGET SKF (hereinafter referred to as "SKF"), the second largest
shareholder of Wafangdian Bearing Co., LTD. (hereinafter referred to as "Wafang B" or
the "Company"), and Dalian Youth Development Foundation (hereinafter referred to as
"Foundation") have signed the Donation Agreement on February 13, 2025. The
agreement stipulates that SKF will directly hold 79.3 million shares of the company
(19.70% of the total number of shares of the company) and all corresponding rights and
interests of the company to Dalian Youth Development Foundation. With the completion
of this donation transfer, SKF will no longer be a shareholder of the company. This
donation of shares will not lead to changes in the controlling shareholders and actual
controllers of the Company;
2.The effectiveness of the Donation Agreement is conditional upon Dalian Youth
Development Foundation successfully opening a B-share securities account at China
Securities Depository and Clearing Corporation Limited at or before 24:00 on February
20, 2025.
3.There is still uncertainty whether the share donation can be finalized. The
Company will pay close attention to the progress of the transfer under this agreement,
and urge all parties to timely fulfill their obligations of information disclosure in
accordance with relevant laws and regulations. Investors are kindly requested to pay
attention to investment risks.
I. The situation of this change in equity
AKTIEBOLAGET Reduction of holdings (shares) Reduction ratio (%)
SKF (B) 79,300,000 19.70%
Additional interpretation:At the time of the initial public offering, SKF held 65
million shares, representing 19.7% of the total share capital of Wazhou B, which was
increased to 79.3 million shares by the conversion of the capital provident fund in
2006,The proportion does not change.
Short title:WaZhou B Code：200706 No.: 2025-07
The shareholding situation before and after the equity change is as follows:
Holding shares before changes in
Name of shareholder Holding shares after changes in equity
equity
Number of
Percentage of total Number of strands Percentage of total
AKTIEBOLAGET strands
share capital (%) (stocks) share capital (%)
SKF (stocks)
79,300,000 19.70% 0 0.00%
Dalian Youth
Development 0 0 79,300,000 19.70%
Foundation
II. Basic information of both parties to this donation
(1) Basic information of the donor
Name AKTIEBOLAGET SKF
Domicile 415 50 Goteborg, Sweden
Legal Representative/
ZAKS, JANE ANN-SOFIE
Authorized
LYON, CONNY ANDERS MATHIAS
Representative
Issued Share Capital 455,351,068
Registration Number 556007-3495
Enterprise Type Limited Liability Company
Main Business Producing bearings, seals, and related products, as well as providing
Operations associated services.
Mailing Address 415 50 Goteborg, Sweden
Postal Code SE-415 50
Contact Person Anders Fredriksson
Contact Number +46 31 337 10 00
(2) Basic information of the donee
Disclosure Obligor
Name Dalian Youth Development Foundation
Room 103, 105~108, No. 3 Changbai Street, Xigang District, Dalian
Domicile
City, Liaoning Province
Registered capital RMB 4 million
Unified social code 532100007816068644
Type of enterprise Charitable organization
(1) Organizing the implementation of funding and service projects that
Main business scope
conform to the purposes of the Foundation; (2) To carry out all kinds of
Short title:WaZhou B Code：200706 No.: 2025-07
social charity projects that are beneficial to the physical and mental
health and growth of adolescents; (3) To reward outstanding talents of
Dalian youth and individuals and groups that have made outstanding
contributions to the cause of Dalian youth; (4) Support the public welfare
projects and organizational development of youth social organizations
and volunteer groups.
Operating term March 18, 2022 to September 28, 2026
Legal representative Song Jijun
III. The main contents of the agreement related to this equity change
(I) Signing Parties
Party A (Donor): AKTIEBOLAGET SKF
Party B (Donee): Dalian Youth Development Foundation
(II) Number of Donated Shares:
79,300,000 shares
(III) Proportion of Donated Shares to the Total Shares of the Listed Company:
19.70%
(IV) Nature of the Shares:
Unrestricted tradable shares (domestically listed foreign-owned shares)
(V) Consideration for This Share Donation and Its Source:
This share donation is not a transaction, and Dalian Youth Development Foundation
does not need to pay any consideration.
(VI) Payment Arrangement:
This share donation is not a transaction, and Dalian Youth Development Foundation
does not need to pay any consideration.
(VII) Agreement Signing and Effective Date, Effective Conditions:
On February 13, 2025, both parties signed the Donation Agreement, and the
Agreement takes effect on the condition that Dalian Youth Development Foundation
successfully opens a B-share securities account at CSDC at or before 24:00 on February
20, 2025.
IV. The impact of this equity change on the Company
This change in equity will not lead to changes in the controlling shareholders or
actual controllers of the company, will not lead to changes in the control of the company,
and will not harm the interests of the Company and other shareholders.
V. Description of other relevant matters
1. In accordance with the relevant provisions of the Measures on the Administration
Short title:WaZhou B Code：200706 No.: 2025-07
of Acquisitions of Listed Companies, etc., the parties have fulfilled the obligation of
information disclosure as required and provided the company with a short form equity
change report. For details, please refer to the Abbreviated Report on Changes in Equity
(for donors) and Abbreviated Report on Changes in Equity (for Donee) disclosed by the
Company on www.cninfo.com.cn on the same day.
2. This change of equity is in accordance with the Securities Law of the People's
Republic of China, the Rules for the Listing of Stocks on the Shenzhen Stock Exchange,
the Interim Measures for the Administration of Share Reduction by Shareholders of
Listed Companies and other laws and regulations, departmental rules and regulatory
documents, there is no no reduction of shares, there is no violation of relevant
commitments.
3. For this share donation, all parties need to fulfill relevant obligations in strict
accordance with the agreement and go through the transfer procedures in Shenzhen
Branch of China Securities Depository and Clearing Co., LTD. The Company will
continue to pay attention to relevant matters and disclose the progress in a timely manner,
urging both parties to timely fulfill their obligations of information disclosure in
accordance with relevant laws and regulations. There is still uncertainty whether the
transaction can be finally implemented and completed, and investors should pay attention
to the investment risks.
VI.Reference Documents
1. Donation Agreement;
2. Short form equity change report (donor);
3. Short form equity change report (Donee).
Wafangdian bearing Co., Ltd. Board of Directors
February 17, 2025
