Securities code: 300551 securities abbreviation: Shanghai Guao Electronic Technology Co.Ltd(300551) Announcement No.: 2022-015 Shanghai Guao Electronic Technology Co.Ltd(300551)
Announcement on adjusting the issuing price and issuing quantity of stocks to specific objects after implementing the profit distribution plan in 2020
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. The issue price of shares issued to specific objects was adjusted from 18.95 yuan / share to 12.62 yuan / share. 2. The range of the number of shares issued to specific objects this time shall be adjusted accordingly to not less than 43779715 shares (including this number) and not more than 48890649 shares (including this number).
1、 Basis for adjusting the price and quantity of shares issued by the company to specific objects
Shanghai Guao Electronic Technology Co.Ltd(300551) (hereinafter referred to as “the company”) issues shares to specific objects and is listed on the gem (hereinafter referred to as “the issuance”) and relevant matters have been deliberated and adopted at the ninth meeting of the Fourth Board of directors, the fourth extraordinary general meeting of shareholders in 2020, the eleventh meeting of the Fourth Board of directors and the Twelfth Meeting of the Fourth Board of directors. According to the issuance plan and the relevant provisions of the CSRC, if the company’s shares are subject to ex rights and ex interests such as dividend distribution, share distribution and conversion of capital reserve into share capital from the pricing benchmark date to the issuance date, the issuance price and quantity of shares issued to specific objects will be adjusted accordingly. The specific adjustment methods are as follows:
1. Issue price
The initial issue price of this offering is 18.95 yuan / share, and the pricing benchmark date of this offering is the announcement date of the resolution of the ninth meeting of the Fourth Board of directors, i.e. October 24, 2020. The issuing price of this offering is not less than 80% of the average trading price of the company’s shares in the 20 trading days before the pricing benchmark date (average trading price of shares in the 20 trading days before the pricing benchmark date = total trading volume of shares in the 20 trading days before the pricing benchmark date / total trading volume of shares in the 20 trading days before the pricing benchmark date)
If the company’s shares are subject to ex right and ex interest matters such as dividend distribution, share distribution and conversion of capital reserve into share capital from the pricing base date to the issuance date, the issuance price will be adjusted accordingly. The adjustment method is as follows:
Distribution of cash dividends: P1 = p0-d;
Share offering or conversion to share capital: P1 = P0 / (1 + n);
Two items are carried out simultaneously: P1 = (p0-d) / (1 + n);
Where P0 is the issue price before adjustment, D is the cash dividend paid per share, n is the number of bonus shares or converted share capital per share, and P1 is the issue price after adjustment.
2. Number of issues
The number of shares issued to specific objects this time shall not be less than 29155673 shares (including the number) and not more than 32559366 shares (including the number), and shall not exceed 30% of the total share capital of the company before this issuance. The upper limit of the final number of shares issued shall be subject to the number of shares approved to be registered and issued by the CSRC. Within the above scope, the final issuance quantity shall be determined by the board of directors authorized by the general meeting of shareholders through consultation with the sponsor (lead underwriter) in accordance with the relevant provisions of the CSRC. If the issuer’s shares have ex right and ex interest matters such as dividend distribution, share distribution and conversion of capital reserve into share capital between the pricing base date and the issuance date, the subscription amount of the subscription object shall also be adjusted in the same proportion.
2、 Annual equity distribution plan and implementation of the company in 2020
On May 15, 2021, the 2020 annual general meeting of shareholders of the company deliberated and approved the plan for profit distribution and conversion of capital reserve into share capital in 2020. Based on 202752000 shares of the company’s total share capital on December 31, 2020, the company distributed cash dividends of 0.20 yuan (tax included) for every 10 shares to all shareholders, with a total amount of 4055040.00 yuan (tax included); No bonus shares. At the same time, the company transferred 5 shares for every 10 shares to all shareholders with capital reserve. The registration date of this equity distribution is May 24, 2021, and the ex right and ex interest date is May 25, 2021. As of the issuance date of this announcement, the company’s annual equity distribution in 2020 has been implemented.
3、 Adjustment of issuing price and quantity of shares issued to specific objects this time
In view of the above equity distribution plan of the company has been implemented, according to the relevant provisions on the adjustment of the price and quantity of shares issued by the company to specific objects, the issuance price of shares issued by the company to specific objects has been adjusted from 18.95 yuan / share to 12.62 yuan / share. The range of the number of shares issued to specific objects this time shall be adjusted accordingly to not less than 43779715 shares (including this number) and not more than 48890649 shares (including this number).
In addition to the above adjustments, other matters of the company on the stock issuance plan to specific objects have not changed.
It is hereby announced.
Shanghai Guao Electronic Technology Co.Ltd(300551) board of directors
February 7, 2022
