JOINT FILING AGREEMENTJoint Filing Agreement • September 9th, 2022 • Gang Yu • Retail-drug stores and proprietary stores
In accordance with Rule 13d-(k)(l) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree (i) to the joint filing, on behalf of each of them, of a statement on Schedule 13D (including amendments thereto) with respect to the shares of 111, Inc., an exempted company with limited liability registered under the laws of the Cayman Islands; and (ii) that this agreement be included as an exhibit to such joint filing. The undersigned acknowledge that each shall be responsible for the timely filing of any amendments to such joint filing and for the completeness and accuracy of the information concerning it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others. This joint filing agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
CONSORTIUM AGREEMENTConsortium Agreement • September 9th, 2022 • Gang Yu • Retail-drug stores and proprietary stores • Hong Kong
Each of Dr. Yu, Mr. Liu and the Initial Sponsor is referred to herein as a “Lead Investor” and, collectively, as the “Lead Investors”. Each of the Lead Investors, Infinity Cosmo Limited, Sunny Bay Global Limited, and any Additional Members (as hereinafter defined) admitted to the Consortium (as hereinafter defined) after the date hereof pursuant to the terms of this Agreement is referred to herein as a “Party”, and collectively, the “Parties”. Unless otherwise defined herein, capitalized terms used herein shall have the meanings assigned to them in Section 10.1 hereof.
