Shangshui Intelligent Co., Ltd. Shenzhen's Notice of the First Public Offering of Shares and Listing on the Growth Enterprise Market

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Investors must strictly comply with industry regulatory requirements and reasonably determine the subscription scale. The proposed subscription amount reported by the placement object must not exceed the lower of the total assets of the placement object at the end of the most recent month and the total assets before inquiry. For placement objects established for less than one month, the lower value is calculated based on the total assets of the product on the fifth trading day before the inquiry date. If the proposed subscription amount of the placement object exceeds the lower value of the total assets at the end of the most recent month (the last natural day before the publication date of the prospectus, February 28, 2026) and the total assets before inquiry submitted to the sponsor (lead underwriter), the sponsor (lead underwriter) has the right to refuse or exclude the relevant placement object’s quotation and report it to the China Securities Association.

7. Offline exclusion ratio regulation: After the preliminary inquiry concludes, the issuer and the sponsor (lead underwriter) will verify the quotation qualifications of offline investors, excluding quotations from investors that do not meet the requirements in “III. Qualification Conditions and Verification Procedures for Offline Investors” in the “Preliminary Inquiry and Recommendation Announcement”. The quotations from eligible placement objects will be sorted in descending order by proposed subscription price; if the proposed subscription prices are the same, they will be sorted in ascending order by the proposed subscription amounts corresponding to the placement objects; if the proposed subscription amounts are also the same, they will be sorted in descending order by subscription time (according to the time recorded in the Shenzhen Stock Exchange’s offline issuance electronic platform); if the subscription times are the same, they will be sorted in descending order by the order automatically generated by the Shenzhen Stock Exchange’s offline issuance platform, excluding quotations from the highest portion of placement objects. The total amount of excluded quotations will be 1% of the proposed subscription amount after invalid quotations have been excluded. If the lowest price in the excluded highest declaration price portion is the same as the determined issue price, declarations at that price will not be excluded. Placement objects that are excluded from quotations may not participate in offline subscriptions.

After excluding the highest portion of quotations, the issuer and the sponsor (lead underwriter) will prudently and reasonably determine the issuance price, final issuance quantity, valid quoting investors, and valid proposed subscription quantities by considering the remaining quotations and proposed subscription quantities, effective subscription multiples, the industry in which the issuer operates, market conditions, valuation levels of listed companies in the same industry, funding needs, and underwriting risks. The number of valid quoting offline investors determined according to the principles above shall not be less than 10.

Valid quotations refer to those submitted by offline investors that are no lower than the issuance price determined by the issuer and the sponsor (lead underwriter) and have not been excluded as part of the highest quotations, while also meeting the other conditions previously determined and announced by the issuer and the sponsor (lead underwriter). Only offline investors who submit valid quotations during the preliminary inquiry may and must participate in offline subscriptions. The sponsor (lead underwriter) has engaged Beijing Weiming Law Firm to provide real-time witness services throughout the issuance and underwriting process and will express clear opinions on the compliance and validity of the qualifications of offline investors, inquiries, pricing, allocations, funds transfer, information disclosure, and other related matters.

8. Investment risk warning arrangements: After the preliminary inquiry concludes, if the issuance price determined by the issuer and the sponsor (lead underwriter) exceeds the lower of the median and weighted average of offline investors’ quotations after excluding the highest quotations disclosed in the “Issuance Announcement,” or if the price-earnings ratio corresponding to this issuance exceeds the average P/E ratio in the secondary market of listed companies in the same industry (the recent static average P/E ratio published by the China Securities Index Co., Ltd.), the issuer and the sponsor (lead underwriter) will publish the “Special Announcement on Investment Risks for the Initial Public Offering of Shenzhen Shangshui Intelligent Co., Ltd. and Listing on the Growth Enterprise Market” (hereinafter referred to as the “Special Announcement on Investment Risks”) before the subscription, detailing the reasonableness of the pricing and reminding investors to be aware of investment risks.

9. Lock-up period arrangements: Among the stocks issued in this issuance, there are no circulation restrictions or lock-up period arrangements for stocks issued online, which may be traded immediately from the date of listing on the Shenzhen Stock Exchange.

For the offline issuance portion, all offline investors who participate in this preliminary inquiry and ultimately receive offline allocations will have their shares allocated proportionally under a lock-up arrangement, with a lock-up ratio of 10%. If it is less than 1 share, it will be rounded up. The lock-up period is six months from the date of the issuer’s public offering and listing. That is, among the shares allocated to each placement object, 90% of the shares have no lock-up period and may be traded immediately from the date of listing; 10% of the shares have a lock-up period of six months, which begins from the date of listing.

When offline investors participate in the preliminary inquiry and offline subscription, there is no need to fill out the lock-up period arrangements for their managed placement objects; once a quotation is submitted, it is deemed to accept the offline lock-up period arrangements disclosed in this announcement.

The lock-up period for senior management and core employees of the issuer participating in the special asset management plan established for this strategic placement is 12 months, starting from the date of listing of the stocks from this public offering on the Shenzhen Stock Exchange.

The lock-up period for Wuxi Guolian Innovative Investment Co., Ltd. regarding the shares obtained from this co-investment is 24 months (if the issuance price exceeds the lower of the median and weighted average of offline investors’ quotations after excluding the highest quotations, as well as the lower of the median and weighted average of public funds, social security funds, pension funds, annuity funds, insurance funds, and qualified foreign institutional investors’ funds, the sponsor’s related subsidiaries will participate in this strategic placement according to relevant regulations), starting from the date of listing of the stocks from this public offering on the Shenzhen Stock Exchange.

Other investors participating in the strategic placement will have a lock-up period of 12 months, starting from the date of listing of the stocks from this public offering on the Shenzhen Stock Exchange.

10. Market value requirements:

Offline investors: Based on the trading day two days before the preliminary inquiry starts, March 30, 2026 (T-6 day), for thematic closed-end funds such as sci-tech and entrepreneurship participating in this issuance’s preliminary inquiry, the average daily market value of the non-restricted A-shares and non-restricted depositary receipts held in the Shenzhen market for the 20 trading days prior to the benchmark day (including the benchmark day) must be 10 million yuan (inclusive) or above. Other offline institutional investors participating in this issuance’s preliminary inquiry and their managed placement object accounts must have an average daily market value of non-restricted A-shares and non-restricted depositary receipts held in the Shenzhen market of 60 million yuan (inclusive) or above for the 20 trading days prior to the benchmark day (including the benchmark day). For placement object securities accounts that have been opened for less than 20 trading days, the average holding market value will be calculated as per 20 trading days. The market value calculation rules will follow the “Implementation Rules for Offline Issuance of Initial Public Offerings in the Shenzhen Market (Revised in 2025)” (Shenzhen Stock Exchange [2025] No. 224).

Online investors: Online issuance targets are domestic natural persons, legal entities, and other institutions (excluding those prohibited by laws and regulations from purchasing) who hold a stock account card from the Shenzhen Stock Exchange and have opened a trading account for the Growth Enterprise Market, meeting the “Implementation Measures for the Appropriateness Management of Investors in the Growth Enterprise Market of the Shenzhen Stock Exchange (Revised in 2020)” (Shenzhen Stock Exchange [2020] No. 343). The online subscription limit is determined based on the market value held by the investor. If the total market value of non-restricted A-shares and non-restricted depositary receipts held in the Shenzhen market is more than 10,000 yuan (including 10,000 yuan) in the 20 trading days before April 3, 2026 (T-2 day), the investor may participate in the online subscription on day T. If an investor’s relevant securities account has been opened for less than 20 trading days, the average holding market value will be calculated as per 20 trading days. For every 5,000 yuan of market value, one subscription unit can be subscribed; any amount less than 5,000 yuan will not be counted toward the subscription limit. Each subscription unit is 500 shares, and the subscription quantity must be 500 shares or an integer multiple thereof, but must not exceed one-thousandth of the initial online issuance shares, which means it must not exceed 6,000 shares. The calculation standards for the investor’s market value are specified in the “Implementation Rules for Online Issuance of Initial Public Offerings in the Shenzhen Market” (Shenzhen Stock Exchange [2018] No. 279), and investors can check their holding market value or subscription limits through their designated brokerage firms.

11. No payment of subscription funds required for online and offline subscriptions: The subscription date for this offline issuance and the online subscription date are both April 8, 2026 (T day), where the offline subscription time is from 9:30 AM to 3:00 PM, and the online subscription time is from 9:15 AM to 11:30 AM and 1:00 PM to 3:00 PM. Investors do not need to pay subscription funds when subscribing online and offline on April 8, 2026 (T day).

12. Autonomous expression of subscription intention: Online investors should express their subscription intentions independently and must not summarize or entrust brokerage firms to subscribe for new stocks on their behalf.

13. This issuance’s call-back mechanism: After determining the issuance price and the end of online and offline subscriptions, the issuer and the sponsor (lead underwriter) will decide whether to initiate the call-back mechanism based on the payment made by investors participating in strategic placements and the overall situation of online and offline subscriptions, adjusting the quantities for strategic placements, offline, and online issuances. Please refer to the “VII. Call-Back Mechanism” in the “Preliminary Inquiry and Recommendation Announcement” for specific arrangements regarding the call-back mechanism.

14. Payment by allocated investors and handling of shares not purchased: Offline allocated investors should pay the new stock subscription funds in full and on time based on the “Announcement of Initial Allocation Results for Offline Issuance of Stocks for the Initial Public Offering and Listing of Shenzhen Shangshui Intelligent Co., Ltd.” according to the final determined issuance price and initial allocation quantity by 4:00 PM on April 10, 2026 (T+2 day). If offline investors are allocated multiple new stocks on the same day, they must ensure to pay for each new stock separately and fill out the notes as required. In cases where multiple new stocks are allocated on the same day, if only a single total payment is made, combining payments will cause a failure in account entry, and the consequences arising therefrom will be borne by the investor.

After an online investor wins a new stock subscription, they should fulfill their funding settlement obligations according to the “Announcement of Winning Results for the Initial Public Offering and Listing of Shenzhen Shangshui Intelligent Co., Ltd.” based on the issuance price and the number of shares won, ensuring that their funds account has sufficient new stock subscription funds by the end of April 10, 2026 (T+2 day). Any shortfall will be deemed a waiver of the subscription, and the consequences and relevant legal responsibilities arising therefrom will be borne by the investor. The fund transfer must comply with the relevant regulations of the investor’s brokerage firm.

If the total number of shares subscribed for by offline and online investors is not less than 70% of the public offering quantity after deducting the final strategic placement quantity, the shares that are waived due to offline and online investors not fully paying their subscription funds will be underwritten by the sponsor (lead underwriter).

15. Suspension of issuance situation: If the total number of shares subscribed for by offline and online investors is less than 70% of the public offering quantity after deducting the final strategic placement quantity, the issuer and the sponsor (lead underwriter) will suspend this new stock issuance and disclose information regarding the reasons for the suspension and subsequent arrangements. For specific suspension terms, please refer to “XI. Suspension of Issuance Situation” in the “Preliminary Inquiry and Recommendation Announcement.”

16. Breach of contract liability: If valid quoting offline investors do not participate in offline subscriptions or do not subscribe in full, or if offline investors who obtained initial allocations do not pay the subscription funds promptly and in full, they will be deemed to be in breach of contract and shall bear breach of contract liabilities. The sponsor (lead underwriter) will report the breach situation to the China Securities Association for filing. The violations of offline investors or their managed placement objects in related projects across various market segments of the stock exchange will be combined for calculation. During the period when the placement object is listed on the restricted list, that placement object may not participate in offline inquiries and allocation business in the relevant projects of the stock exchange’s various market segments. During the period when the offline investor is listed on the restricted list, all managed placement objects may not participate in offline inquiries and allocation business in the relevant projects of the stock exchange’s various market segments.

If an online investor accumulates three instances of not fully paying after winning bids within 12 consecutive months, they will not be allowed to participate in online subscriptions for new stocks, depositary receipts, convertible bonds, or exchangeable bonds for six months (calculated as 180 natural days, including the next day) starting from the day after the last time the clearing participant declared a waiver of subscription. The number of waivers will be calculated by combining the actual number of times the investor waives subscription for new stocks, depositary receipts, convertible bonds, and exchangeable bonds.

17. After this stock issuance, it is planned to list on the Growth Enterprise Market, which carries higher investment risks. Companies on the Growth Enterprise Market are characterized by high R&D investment, high operational risks, unstable performance, and high delisting risks, leading to significant market risks for investors. Investors should fully understand the investment risks associated with the Growth Enterprise Market and the risk factors disclosed in the “Prospectus,” making prudent investment decisions.

Investors must fully understand the relevant laws and regulations regarding new stock issuances on the Growth Enterprise Market, carefully read all the contents of this announcement, understand the pricing principles and allocation principles of this issuance, and ensure that they do not belong to the prohibited circumstances for participating in offline inquiries before submitting quotations. They must also ensure that their subscription quantities and future shareholding situations comply with relevant laws, regulations, and regulatory authority requirements. Once investors submit quotations, the sponsor (lead underwriter) will consider that the investor commits to participating in this quotation in accordance with laws, regulations, and the provisions of this announcement, and any illegal acts and corresponding consequences arising therefrom will be borne by the investor.

18. The issuer and the sponsor (lead underwriter) promise that, as of the date of this announcement, there are no major matters affecting this issuance.

Overview of this stock issuance

Issuer: Shenzhen Shangshui Intelligent Co., Ltd.

Sponsor (Lead Underwriter): Guolian Minsheng Securities Underwriting and Sponsorship Co., Ltd.

March 27, 2026

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