D&G TECH (01301) plans to invest RMB5 million to acquire a stake in Beijing Youjun and establish a joint venture with it to expand into the modular data center cabin business.

D&G TECH (01301) announced that on November 3, 2026 (after trading hours), relevant members of the group and Beijing Youjun and other contracting parties entered into a capital increase and share purchase agreement, a Beijing Youjun shareholders agreement, a Dejun Zhisuan joint venture agreement, a technical cooperation agreement, and an assembly and supply agreement. The transactions contemplated under the transaction agreements include the company's investment in Beijing Youjun, the establishment of a joint venture by the company and Beijing Youjun through Dejun Zhisuan, and related technical cooperation and assembly and supply arrangements. Pursuant to the capital increase and share purchase agreement, the group agreed to invest RMB5 million in Beijing Youjun. Upon completion of the Beijing Youjun matters, the Hainan subsidiary will hold 4% of the enlarged equity interest in Beijing Youjun. The Beijing Youjun shareholders agreement sets out the governance arrangements and shareholder rights of Beijing Youjun following completion of the Beijing Youjun matters. Pursuant to the Dejun Zhisuan joint venture agreement, upon completion of the Dejun Zhisuan matters, Dejun Zhisuan will be held 60% by Infinite Galaxy (a wholly-owned subsidiary of the company) and 40% by Hong Kong Youjun (a wholly-owned subsidiary of Beijing Youjun), and will continue to be a non-wholly-owned subsidiary of the company. Pursuant to the technical cooperation agreement, the company will provide a production and assembly base at the group's facilities and carry out production and assembly work for Beijing Youjun's modular data center cabins, while Beijing Youjun will provide necessary technical support. Pursuant to the assembly and supply agreement, Deji Machinery will assemble and supply the infrastructure and related systems of the demonstration modular data center cabin for Beijing Youjun, with a contract amount of RMB3.3 million. The announcement stated that the cooperation aims to combine Beijing Youjun's technology, proprietary know-how and technical capabilities in modular data center infrastructure and integrated computing, energy and network solutions with the group's production facilities, manufacturing and engineering experience and supply chain resources. The cooperation will also leverage the group's international network, commercial resources and market development capabilities to identify and evaluate potential customers and projects outside mainland China. Dejun Zhisuan, as an operating platform incorporated in Hong Kong, is intended to support the deployment and commercialization of these solutions in the relevant markets. Dejun Zhisuan will initially focus on preliminary market exploration and identification of potential business opportunities, and the scope and pace of further development will be determined after evaluating such opportunities. Specifically, the demonstration project and the technical cooperation and assembly and supply arrangements will enable the group to utilize its existing production facilities in Langfang City, Hebei Province, China, and its electrical, mechanical and manufacturing capabilities to assemble and integrate the infrastructure and related systems of modular data center cabins in accordance with Beijing Youjun's technical specifications and with its technical support. The group believes that these activities provide a practical way to apply its existing resources to a new product category and further develop its production, assembly and system integration capabilities. These arrangements will also provide a platform to explore the integration of new energy and sustainable solutions (including energy storage, power management and thermal management) into the supporting energy infrastructure of modular data center systems. In summary, the investment in Beijing Youjun, the demonstration project and the establishment of Dejun Zhisuan provide the group with a path for phased participation in the modular data center cabin and related infrastructure sector. This approach will enable the group to accumulate relevant technical and operational experience and assess market demand before determining the scope and pace of further business development, and is in line with the group's established business focus on technological innovation, sustainable energy solutions and broader industrial applications.