Qinghai Spring Pharmaceutical Resources Technology Co., Ltd. Fifth Risk Warning Announcement Regarding the Possible Delisting of the Company's Stock

MaticHoleFiller

2026-04-07 20:56:48

Stock code: 600381 | Stock abbreviation: *ST Spring (rights protection) | Announcement No.: 2026-025

Qinghai Spring Pharmaceutical Resource Technology Co., Ltd.

On the

Fifth risk warning announcement

regarding the possibility that the company’s stock may be delisted

The board of directors of this company and all directors hereby confirm that this announcement contains no false records, misleading statements, or material omissions, and assume legal responsibility for the truthfulness, accuracy, and completeness of the content herein.

Key Points:

● Qinghai Spring Pharmaceutical Resource Technology Co., Ltd. (hereinafter referred to as the “Company”) disclosed on April 30, 2025 the “Announcement on the Implementation of Delisting Risk Warning for the Trading of the Company’s Stock.” The Company’s stock has been subject to the delisting risk warning starting from April 30, 2025. If, after auditing, the relevant financial data in the Company’s 2025 annual report show circumstances that do not meet the conditions for the removal of the delisting risk warning under Article 9.3.7 of the “Stock Listing Rules,” the Company’s stock may be delisted by the Shanghai Stock Exchange. Please pay attention to investment risks.

● As of the date of this announcement, based on the audit procedures already implemented and the audit evidence obtained by the Company’s 2025 annual audit institution Zhengdan Zhiyuan (Shenzhen) Accounting Firm (Special General Partnership) (hereinafter referred to as the “annual audit firm”), it is still not possible to determine whether the Company’s operating revenue after deducting business income unrelated to the main business and income lacking commercial substance exceeds RMB 300 million, and whether the Company is expected to eliminate financial-type delisting indicators. Please pay attention to investment risks.

● With respect to the sale business of Cordyceps sinensis, the relevant audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that some of the Company’s Cordyceps sinensis business revenues do not meet the conditions for revenue recognition or should be deducted from operating revenue. First, it cannot be ruled out that some of the Cordyceps sinensis business revenues will be deducted. The Company’s Cordyceps sinensis operating revenue for fiscal year 2025 was RMB 188.9784 million, the accounts receivable balance was RMB 34.9369 million, of which fourth-quarter operating revenue was RMB 103.9787 million, accounting for 55.02% of full-year operating revenue. At the same time, it is also noted that there were 12 newly added customers in the fourth quarter; it cannot be ruled out that the annual audit firm, during the subsequent audit process, will comprehensively judge based on the audit results and deduct part of the revenues. Second, some of the Company’s Cordyceps sinensis customers and suppliers operate in the same specialized wholesale market; the total amount of operating revenue involved is RMB 55.4577 million. The annual audit firm is carrying out verification procedures; it cannot be ruled out that some Cordyceps sinensis business revenues may not meet revenue recognition conditions. Third, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.

● With respect to the liquor business, the relevant audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that part of the Company’s liquor business operating revenue will not be recognized or will be deducted. After further verification by the Company and the annual audit firm, as of the date of this reply, the Company’s calculation shows that the average proportion of the number of units shipped out by the top 20 distributor customers in the liquor business to the number of units purchased is approximately 76.57%. The annual audit firm’s review of the number of cases for terminal sales by the Company’s liquor customers shows a proportion of approximately 84.38%. It cannot be ruled out that some of the Company’s liquor business operating revenue may be reduced based on the circumstances of terminal sales. In addition, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.

● If the prepaid investment payment cannot be recovered, the annual audit firm will issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted. As of the date of this announcement, the Company’s collection efforts for the prepaid investment payment to Yibin Tinghua Liquor Industry Development Co., Ltd. are still ongoing. If this prepaid investment payment cannot achieve substantive progress before the issuance of the Company’s 2025 annual audit report, it may lead the annual audit firm to issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted.

I. Reasons that may lead to delisting

On April 30, 2025, the Company disclosed the “Announcement on the Implementation of Delisting Risk Warning and Stock Suspension” (Announcement No.: 2025-018). Due to the fact that the Company’s total profit, net profit, or the lower of the two after deducting non-recurring gains and losses was negative, and the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance was less than RMB 300 million, the Company’s stock has been subject to the delisting risk warning starting from April 30, 2025.

If the Company’s 2025 annual report falls under the circumstances stipulated in Article 9.3.7 of the “Shanghai Stock Exchange Stock Listing Rules,” the Company’s stock may be delisted by the Shanghai Stock Exchange. Please pay attention to investment risks. The circumstances are as follows:

(I) The audited financial accounting reports contain any circumstance set forth in Sub-item (I) of the first paragraph of Article 9.3.2 or Sub-item (II) of the first paragraph of Article 9.3.2 of the “Shanghai Stock Exchange Stock Listing Rules”;

(II) An audit report is issued with a qualified opinion, an audit report cannot express an opinion, or an audit report with an adverse opinion is issued for the audited financial accounting reports;

(III) An audit report cannot express an opinion or an audit report with an adverse opinion is issued for internal control over financial reporting, or an internal control audit report over financial reporting is not disclosed in accordance with relevant regulations; however, the exclusion applies if, due to the Company conducting bankruptcy reorganization, being listed again after restructuring, or a material asset restructuring, it is unable to disclose the internal control audit report over financial reporting in accordance with relevant regulations;

(IV) Failure to disclose the annual report within the statutory period;

(V) A majority of the directors are unable to ensure the truthfulness, accuracy, and completeness of the annual report disclosed by the Company, and they fail to correct it within the statutory period.

II. Disclosure situation of the delisting risk warning announcement

According to the provisions of “Shanghai Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 2—Business Handling,” specifically Announcement No. 13, for companies with financial-type delisting risks, they shall, within 1 month after the end of the accounting year in which their stock is subject to the delisting risk warning, publish a risk warning announcement regarding the possibility that the stock may be delisted. From the disclosure of the first risk warning announcement until the disclosure of the annual report, a risk warning announcement shall be disclosed once every 10 trading days. This announcement is the Company’s fifth risk warning announcement.

III. Other matters

Based on the initial estimates by the Company’s finance department, the Company expects total profit for 2025 to be between -RMB 31.30 million and -RMB 46.80 million, and expects net profit attributable to shareholders of the listed company to be between -RMB 44.00 million and -RMB 59.50 million. It also expects net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses to be between -RMB 56.40 million and -RMB 71.90 million, which will result in losses. The Company expects operating revenue for 2025 to be between RMB 342.70 million and RMB 371.40 million; the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance will be between RMB 338.30 million and RMB 367.00 million. As of the date of this announcement, the audit work for the Company’s 2025 annual report is still ongoing, and the final financial data shall be based on the audited 2025 annual report officially disclosed by the Company.
The special statement issued by the annual audit firm shows that, “As of the date of issuance of this special statement, based on the audit procedures we have already implemented and the audit evidence we have obtained, we still cannot determine whether, in the Company’s 2025 performance forecast, the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance exceeds RMB 300 million, and whether Qinghai Spring is expected to eliminate financial-type delisting indicators.”
With respect to the Cordyceps sinensis sales business, the related audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that some Cordyceps sinensis business revenues do not meet the conditions for revenue recognition or should be deducted from operating revenue. First, it cannot be ruled out that some Cordyceps sinensis business revenues will be deducted. The Company’s Cordyceps sinensis operating revenue for fiscal year 2025 was RMB 188.9784 million, the accounts receivable balance was RMB 34.9369 million, of which fourth-quarter operating revenue was RMB 103.9787 million, accounting for 55.02% of full-year operating revenue. At the same time, it is also noted that there were 12 newly added customers in the fourth quarter; it cannot be ruled out that the annual audit firm, during the subsequent audit process, will comprehensively judge based on the audit results and deduct part of the revenues. Second, some of the Company’s Cordyceps sinensis customers and suppliers operate in the same specialized wholesale market; the total amount of operating revenue involved is RMB 55.4577 million. The annual audit firm is carrying out verification procedures; it cannot be ruled out that some Cordyceps sinensis business revenues may not meet revenue recognition conditions. Third, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.
With respect to the liquor business, the related audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that part of the Company’s liquor business operating revenue will not be recognized or will be deducted. After further verification by the Company and the annual audit firm, as of the date of this reply, the Company’s calculation shows that the average proportion of the number of units shipped out by the top 20 distributor customers in the liquor business to the number of units purchased is approximately 76.57%. The annual audit firm’s review of the number of cases for terminal sales by the Company’s liquor customers shows a proportion of approximately 84.38%. It cannot be ruled out that some of the Company’s liquor business operating revenue may be reduced based on the circumstances of terminal sales. In addition, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.
If the prepaid investment payment cannot be recovered, the annual audit firm will issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted. As of the date of this announcement, the Company’s collection efforts for the prepaid investment payment to Yibin Tinghua Liquor Industry Development Co., Ltd. are still ongoing. If this prepaid investment payment cannot achieve substantive progress before the issuance of the Company’s 2025 annual audit report, it may lead the annual audit firm to issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted.

The Company hereby specially reminds all investors that the relevant information about the Company shall be subject to the announcements published by the Company on the Shanghai Stock Exchange website (www.sse.com.cn) and in the legally designated information disclosure media. All investors are kindly requested to make rational investments, and to pay attention to investment risks.

Notice is hereby given.

Qinghai Spring Pharmaceutical Resource Technology Co., Ltd.

Board of Directors

April 3, 2026

Stock code: 600381 | Stock abbreviation: *ST Spring | Announcement No.: 2026-024

Qinghai Spring Pharmaceutical Resource Technology Co., Ltd.

Announcement on

the preparation of the 2025 annual report

and the latest audit progress

Key Points:

● Qinghai Spring Pharmaceutical Resource Technology Co., Ltd. (hereinafter referred to as the “Company”) disclosed on April 30, 2025 the “Announcement on the Implementation of Delisting Risk Warning and Stock Suspension” (see Company Announcement No. 2025-018). Due to the fact that the Company’s total profit, net profit, or the lower of the two after deducting non-recurring gains and losses was negative, and the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance was less than RMB 300 million, the Company’s stock has been subject to the delisting risk warning starting from April 30, 2025.

● As of the date of this announcement, based on the audit procedures already implemented and the audit evidence obtained by the Company’s 2025 annual audit institution Zhengdan Zhiyuan (Shenzhen) Accounting Firm (Special General Partnership) (hereinafter referred to as “Zhengdan Zhiyuan” and the “annual audit firm”), it is still not possible to determine whether, in the Company’s 2025 annual report, the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance exceeds RMB 300 million, and whether the Company is expected to eliminate financial-type delisting indicators.

● With respect to the Cordyceps sinensis sales business, the related audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that some Cordyceps sinensis business revenues will not meet the conditions for revenue recognition or should be deducted from operating revenue. First, it cannot be ruled out that some Cordyceps sinensis business revenues will be deducted. The Company’s Cordyceps sinensis operating revenue for fiscal year 2025 was RMB 188.9784 million, the accounts receivable balance was RMB 34.9369 million, of which fourth-quarter operating revenue was RMB 103.9787 million, accounting for 55.02% of full-year operating revenue. At the same time, it is also noted that there were 12 newly added customers in the fourth quarter; it cannot be ruled out that the annual audit firm, during the subsequent audit process, will comprehensively judge based on the audit results and deduct part of the revenues. Second, some of the Company’s Cordyceps sinensis customers and suppliers operate in the same specialized wholesale market; the total amount of operating revenue involved is RMB 55.4577 million. The annual audit firm is carrying out verification procedures; it cannot be ruled out that some Cordyceps sinensis business revenues may not meet revenue recognition conditions. Third, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.

● With respect to the liquor business, the related audit work has not yet been completed. As the audit proceeds, it cannot be ruled out that part of the Company’s liquor business operating revenue will not be recognized or will be deducted. After further verification by the Company and the annual audit firm, as of the date of this reply, the Company’s calculation shows that the average proportion of the number of units shipped out by the top 20 distributor customers in the liquor business to the number of units purchased is approximately 76.57%. The annual audit institution’s review of the number of cases for terminal sales by the Company’s liquor customers shows a proportion of approximately 84.38%. It cannot be ruled out that some of the Company’s liquor business operating revenue may be reduced based on the circumstances of terminal sales. In addition, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.

● As of now, the annual audit firm has not yet identified any matters involving major differences with the Company with respect to major accounting treatment, key audit matters, or the type of audit opinion.

● In accordance with the relevant provisions of the “Shanghai Stock Exchange Stock Listing Rules” and “Shanghai Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 2—Business Handling,” for companies with financial-type delisting risks, after their stock has been subject to the delisting risk warning, they shall separately disclose the preparation of the annual report and the latest audit progress 20 trading days and 10 trading days before the scheduled disclosure date of the annual report. The scheduled disclosure date of the Company’s 2025 annual report is April 21, 2026. This announcement is the Company’s second disclosure of the annual report preparation and audit progress, and investors are kindly requested to pay attention to investment risks.

I. Preparation of the 2025 annual report and the latest audit progress

On October 20, 2025 and November 5, 2025, the Company convened the 11th meeting of the ninth session of the board of directors and the second extraordinary general meeting of shareholders in 2025, respectively. The “Proposal on Reappointing the Accounting Firm” was deliberated and approved. It agreed to appoint Zhengdan Zhiyuan as the audit institution for the Company’s 2025 financial statements and internal control audit.

On December 8, 2025, Zhengdan Zhiyuan entered the Company to conduct the audit work. As of the date of this announcement, the audit work is still ongoing. Zhengdan Zhiyuan, in accordance with auditing standards, has carried out a series of audit procedures focusing on the Company’s financial statement items, including but not limited to examining document records, confirmations, on-site visits, and analytical procedures, with a focus on key areas such as revenue recognition, impairment of accounts receivable and long-term assets, among others. The purpose is to obtain sufficient and appropriate audit evidence in order to express a proper audit opinion on the financial statements.

As of the date of this announcement, the annual audit firm’s review coverage for terminal sales of the Company’s liquor business is approximately 84.38%, and the review coverage for terminal sales of the Company’s Cordyceps sinensis business is approximately 80.56%. With respect to situations such as the existence of credit sales in the Cordyceps sinensis business and the fact that some customers and suppliers operate in the same specialized wholesale market, as well as cases where the terminal sales proportion for the liquor business is insufficient, the annual audit firm has not yet completed the audit verification procedures, and has not yet completed the verification of the cash flow/bank transaction records for the various businesses. Therefore, it is still not possible to determine whether the Company has a closed-loop arrangement of funds. In addition, as of the date of this announcement, the Company’s collection efforts for the prepaid investment payment to Yibin Tinghua Liquor Industry Development Co., Ltd. are still ongoing. If this prepaid investment payment cannot achieve substantive progress before the issuance of the Company’s 2025 annual audit report, it may lead the annual audit firm to issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted.

In summary, based on the audit procedures it has already implemented and the audit evidence obtained, the annual audit firm still cannot determine whether, in the Company’s 2025 annual report, the operating revenue after deducting business income unrelated to the main business and income lacking commercial substance exceeds RMB 300 million, and whether the Company is expected to eliminate financial-type delisting indicators.

As of now, the annual audit firm has not yet identified any major disagreements with the Company with respect to major accounting treatment, key audit matters, or the type of audit opinion. The Company will continue to actively推进 the preparation of the annual report and the audit work, track the progress of the audit work, and fulfill information disclosure obligations in a timely manner in accordance with relevant regulations.

II. Other matters

With respect to the Cordyceps sinensis sales business, the related audit work has not yet been concluded. As the audit proceeds, it cannot be ruled out that some Cordyceps sinensis business revenues do not meet the conditions for revenue recognition or should be deducted from operating revenue. First, it cannot be ruled out that some Cordyceps sinensis business revenues will be deducted. The Company’s Cordyceps sinensis operating revenue for fiscal year 2025 was RMB 188.9784 million, the accounts receivable balance was RMB 34.9369 million, of which fourth-quarter operating revenue was RMB 103.9787 million, accounting for 55.02% of full-year operating revenue. At the same time, it is also noted that there were 12 newly added customers in the fourth quarter; it cannot be ruled out that the annual audit firm, during the subsequent audit process, will comprehensively judge based on the audit results and deduct part of the revenues. Second, some of the Company’s Cordyceps sinensis customers and suppliers operate in the same specialized wholesale market; the total amount of operating revenue involved is RMB 55.4577 million. The annual audit firm is carrying out verification procedures; it cannot be ruled out that some Cordyceps sinensis business revenues may not meet revenue recognition conditions. Third, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.
With respect to the liquor business, the related audit work has not yet been concluded. As the audit proceeds, it cannot be ruled out that part of the Company’s liquor business operating revenue will not be recognized or will be deducted. After further verification by the Company and the annual audit firm, as of the date of this reply, the Company’s calculation shows that the average proportion of the number of units shipped out by the top 20 distributor customers in the liquor business to the number of units purchased is approximately 76.57%. The annual audit firm’s review coverage for terminal sales by the Company’s liquor customers is approximately 84.38%. It cannot be ruled out that some of the Company’s liquor business operating revenue may be reduced based on the circumstances of terminal sales. In addition, the annual audit firm has not yet completed the review of the cash flow/bank transaction records; it is still not possible to determine whether the Company has a closed-loop arrangement of funds.
If the prepaid investment payment cannot be recovered, the annual audit firm will issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted. As of the date of this announcement, the Company’s collection efforts for the prepaid investment payment to Yibin Tinghua Liquor Industry Development Co., Ltd. are still ongoing. If this prepaid investment payment cannot achieve substantive progress before the issuance of the Company’s 2025 annual audit report, it may lead the annual audit firm to issue an audit report with a disclaimer of opinion, and the Company’s stock will be delisted.
The scheduled disclosure date of the Company’s 2025 annual report is April 21, 2026. As of the date of this announcement, the Company’s 2025 annual audit work is still ongoing. The final financial data and the type of audit opinion shall be based on the Company’s officially disclosed 2025 annual report.

Notice is hereby given.

Qinghai Spring Pharmaceutical Resource Technology Co., Ltd.

Board of Directors

April 3, 2026

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