China Youran Dairy Group Limited (SEHK:9858) agreed to acquire a 27.16% stake in China ZhongDi Dairy Holdings Company Limited from YeGu Investment Company Limited for approximately CNY 970 million on March 2, 2022. As per the terms of the transaction YeGu Investment Company Limited agreed to sell 707 million shares of China ZhongDi Dairy Holdings Company Limited. The Consideration will be paid by the Company to the Seller in cash in the following installments CNY 350 million will be paid at the Closing and CNY 630 million will be paid within six months after the Closing or as otherwise agreed by the Parties.

China Youran Dairy Group Limited (SEHK:9858) intends to finance the Share Transfer by a combination of internal resources and loans obtained/to be obtained by the Company from commercial banks in Hong Kong. As of December 31, 2021. China ZhongDi Dairy Holdings Company Limited reported total revenues CNY of 2.43 billion and net income of 133 million with total common equity of CNY 2.7 billion.

the transaction is subject to approval of offer by acquirer shareholders and approval of various regulatory authorities. As of March 23, 2022 approval from shareholder has been received. The transaction is expected to close in march 2022.

Rainbow Capital (HK) Limited acted as financial advisor to Independent Board Committee Comprising Ms. Xie Xiaoyan, Mr. Yao Feng, Mr.Shen Jianzhong and independent shareholders of China Youran Dairy Group Limited.