YSB Inc. — M&A Activity 2025

Jan 14, 2025

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

YSB Inc.

藥師幫股份有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 9885)

UPDATES ON THE ACQUISITION OF THE TARGET COMPANY INVOLVING ISSUE OF CONSIDERATION SHARES UNDER GENERAL MANDATE

References are made to the announcements of YSB Inc. (the "Company", together with its subsidiaries and consolidated affiliated entities, the "Group") dated 15 October 2024, 28 October 2024 and 26 November 2024 (the "Announcements"), in relation to, among others, the acquisition of the Target Company involving issue of consideration shares under general mandate. Terms used herein shall have the same meanings as defined in the Announcements unless otherwise stated.

The Board is pleased to provide the following updates on the latest status of the Acquisition and the Target Group:

1. the Main Completion has occurred smoothly. There has been no material adverse change which occurred after the date of the Agreement and continuing as at the Main Completion which adversely affected the business of the Target Group;
2. after the Main Completion, the Target Group has maintained a stable partnership with its upstream and downstream partners, which further consolidated its position in the industry;
3. all the key managers have remained with the Target Group and continued to devote themselves to the Target Group's continued growth; and
4. the respective business and financial management systems of the Target Company and the Group have been in the process of integration.

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The financial results of the Target Group have been consolidated into the Group after the Main Completion. Based on the preliminary review of the Target Group's unaudited management accounts and the information currently available, the unaudited consolidated total revenue and the unaudited consolidated net profit of the Target Group for the month of December 2024 are expected to be no less than RMB100 million and RMB2 million, respectively, which have met the expectations of the Group at the time of the Acquisition.

The Company is in the process of finalizing the Group's results for the year ended 31 December 2024. The information contained in this announcement is solely based on the preliminary assessment by the management of the Company with reference to the unaudited management accounts of the Target Group and currently available information, which has not been audited or reviewed by the Company's auditors or the audit committee of the Company, and is subject to further adjustments. Shareholders and potential investors of the Company should refer to the annual results announcement of the Company for the final annual results of the Group for the year ended 31 December 2024, which is expected to be published in late March 2025.

The Company will make further announcement(s) in relation to the Acquisition as and when appropriate. Shareholders and potential investors are reminded to exercise caution when dealing in the Shares of the Company.

By order of the Board

YSB Inc.

Mr. Buzhen Zhang

Chairman and Executive Director

Hong Kong, 14 January 2025

As of the date of this announcement, the Board comprises Mr. Buzhen Zhang and Mr. Fei Chen as executive Directors, Mr. Ziyang Zhu as non-executive Director, and Ms. Rong Shao, Mr. Sam Hanhui Sun and Mr. Hongqiang Zhao as independent non-executive Directors.

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