SHENZHEN INVEST (00604) subsidiary Shenye Wansheng has entered into a debt offset agreement.

SHENZHEN INVEST (00604) announced that on September 4, 2026 (after the market closes), SHENYE WANSUCCESS (a non-wholly-owned subsidiary of the Company) entered into a debt offset agreement, whereby SHENYE WANSUCCESS shall offset the transfer of ownership of the property to Zhongshan Wanye (which holds equity pending sale immediately before the completion of the equity transfer) or its designated entity, in order to settle the payment due from SHENYE GROUP to Zhongshan Wanye of RMB 113 million (the relevant equity transfer price) according to the equity transfer agreement. The transfer of the offset property will be used to offset the outstanding shareholder loan owed by SHENYE WANSUCCESS to SHENYE GROUP in an equal amount. The signing of the debt offset agreement is primarily due to the equity transfer agreement entered into by SHENYE GROUP, Zhongshan Vanke, and Zhongshan Wanye on August 30, 2026, where Zhongshan Wanye agreed to sell, and SHENYE GROUP agreed to purchase the equity pending sale (i.e., 35.17% of SHENYE WANSUCCESS's equity). The earnest payment of RMB 30.3585 million under the letter of intent for the equity transfer dated April 20, 2026, has been paid through the transfer of commercial/office properties in accordance with a prior debt offset arrangement signed on May 6, 2026 (which constitutes connected transactions of the Company and has been disclosed in the Companys announcement dated May 6, 2026), and has been used for the payment due under the equity transfer agreement. According to the debt offset agreement, the further amount of RMB 113 million (i.e., the relevant equity transfer price) due under the equity transfer agreement will be settled through the transfer of commercial/office properties. The actual total transfer price of such properties is RMB 113 million, equal to the approved bottom price; of which RMB 113 million will be used to settle the relevant equity transfer price. The difference shall be resolved by Zhongshan Wanye and SHENYE WANSUCCESS through negotiation within an allowable deviation range of 2%. Reference is made to the Company's announcement dated March 28, 2022, regarding the development service agreement, under which Zhongshan Vanke (the parent company of Zhongshan Wanye, the major shareholder of SHENYE WANSUCCESS) agreed to provide management services related to the development, construction, marketing, and other matters of a certain plot of land. According to Chapter 14A of the Listing Rules, the transactions proposed under this agreement constitute continuing connected transactions of the Company. After the completion of the equity transfer and as of the date of this announcement, Zhongshan Wanye no longer holds any equity in SHENYE WANSUCCESS. Therefore, Zhongshan Vanke also ceases to be a connected person at the subsidiary level of the Company due to the aforementioned relationship. On September 4, 2026, SHENYE TAI RAN REAL ESTATE, Zhongshan Vanke, and SHENYE WANSUCCESS entered into a termination agreement, whereby the parties agreed to terminate the development service agreement, effective from the date of the termination agreement.