Waifu Holdings "Digital Waifu" Project Completion: 243 Million Yuan Surplus Raised Funds Permanently Supplement Working Capital

Shanghai Foreign Service Holdings Group Co., Ltd. (Stock Code: 600662, Stock Abbreviation: Foreign Service Holdings) announced on March 14th that the company’s “Digital Foreign Service” transformation and upgrade project has been completed and closed. The remaining funds of 243.3171 million yuan will be permanently used to supplement working capital for the company’s daily operations.

Basic Information on Fundraising

In 2021, the company conducted a major asset restructuring and issued shares to purchase assets and raise supporting funds. It privately issued 316,008,657 A-shares to Shanghai Donghao Industrial (Group) Co., Ltd. at a price of 3.04 yuan per share, raising a total of 960.66 million yuan. After deducting issuance costs of 28.9292 million yuan (excluding tax), the net proceeds were 931.73 million yuan. After deducting deductible input tax of 1.7038 million yuan related to issuance costs, the actual funds available for the fundraising project amounted to 930.03 million yuan.

After the funds were received, the company implemented a dedicated account deposit system and signed regulatory agreements with relevant parties.

Project Completion and Fund Surplus

As of December 31, 2025, the “Digital Foreign Service” transformation and upgrade project has been completed and is operational. The actual funds available for investment were 930.03 million yuan, with an actual expenditure of 686.72 million yuan (including unpaid project balance of 11.34 million yuan), leaving a surplus of 243.31 million yuan.

The announcement indicates that the surplus funds mainly originated from the company’s adjustments to project investment progress, investment estimates, and construction design plans based on market conditions and user demand, while ensuring project quality. This allowed for reasonable reduction of related costs and expenses. Additionally, the company managed some temporarily idle funds through prudent cash management, generating certain interest income.

Use Plan for Surplus Funds

The company plans to permanently use the surplus fundraising amount of 243.3171 million yuan (actual balance as of the transfer date) to supplement working capital for daily operations. Before the completion of the permanent supplement, the remaining payments and warranty deposits for the fundraising project will continue to be paid from the remaining funds in the fundraising account. After the project is completed, any unpaid balances and warranty deposits will be paid entirely from the company’s own funds.

Once the surplus funds are transferred out, the company will cancel the related fundraising dedicated accounts, and the relevant “Three-party Regulatory Agreement for Fund Storage” and “Four-party Regulatory Agreement for Fund Supervision” will be terminated accordingly.

Review Procedures and Independent Financial Advisor Opinions

On March 13, 2026, the company held the 8th meeting of the 12th Board of Directors, which approved the relevant proposal. This matter is also subject to approval by the company’s shareholders’ meeting.

The independent financial advisor believes that the review process for this matter complies with relevant laws and regulations, helps improve the efficiency of fund utilization, aligns with the company’s operational development needs, and does not involve covert changes to the use of raised funds or harm the interests of shareholders, especially minority shareholders. No objections are raised regarding this matter.

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