Securities code: 603982 securities abbreviation: Nanjing Chervon Auto Precision Technology Co.Ltd(603982) Announcement No.: 2022-019
Convertible bond Code: 113629 convertible bond abbreviation: Quanfeng convertible bond
Nanjing Chervon Auto Precision Technology Co.Ltd(603982)
Announcement of share reduction plan of specific shareholders
The board of directors, all directors and relevant shareholders of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips:
Nanjing Chervon Auto Precision Technology Co.Ltd(603982) (hereinafter referred to as “the company”) received the notification letter on share reduction plan issued by Shanghai Xianghe Yongan equity investment partnership (limited partnership) (hereinafter referred to as “Xianghe Yongan”) on February 7, 2022.
Basic information of shareholding of specific shareholders: as of the date of this announcement, Xianghe Yongan holds 5108299 shares of the company’s tradable shares with unlimited conditions, accounting for 2.54% of the company’s total share capital, and the source of shares is the shares before the company’s initial public offering.
Main contents of the reduction plan: for its own capital needs, Xianghe Yongan plans to reduce its shares in the company through centralized bidding, block trading or other legal methods recognized by Shanghai stock exchange through the trading system of Shanghai Stock Exchange. Among them, if the shares are reduced through the centralized bidding trading of the stock exchange, the shares of the company will be reduced by no more than 4028314 shares within 180 days after the date of disclosure of this announcement, that is, no more than 2% of the total share capital of the company, and no more than 1% of the total share capital within any 90 days; If the shares are reduced through block trading, the shares of the company will be reduced by no more than 5108299 shares within 180 days after the date of disclosure of this announcement, that is, the reduction will not exceed 2.54% of the total share capital of the company, and no more than 2% of the total share capital within any 90 days. During the implementation of the share reduction plan, if the listed company has ex rights and ex interests of share capital such as dividend distribution, bonus shares, conversion of capital reserve into share capital, issuance of new shares or allotment of shares, Xianghe Yongan can adjust the share reduction plan accordingly according to the change of share capital.
1、 Basic information of the reducing entity
Number of shares held
Shareholder name shareholder identity shareholding proportion current shareholding source
(shares)
Obtained before IPO: 5108299
Xianghe Yongan shareholders less than 5% 5108299 2.54%
thigh
The above reduction subjects have no concerted action.
Share reduction of specific shareholders in the past 12 months
Reduction price area
Amount of reduction: calculated based on previous reduction
Name of shareholders proportion of reduction during the period of reduction
(share) transfer disclosure date
(yuan / share)
Xianghe Yongan 597600 0.30% 2021 / 1 / 19 ~ 16.10-17.50 2020-12-24
2021/7/13
Xianghe Yongan 4962500 2.46% 2021 / 8 / 25 ~ 19.75-48.01 2021-07-15
2022/1/28
2、 Main contents of share reduction plan
Planned reduction
The bidder who plans to reduce the shareholding plans to reduce the shareholding and the original shareholder’s name, quantity and price
Share source during proportional share reduction
(share) range
Xianghe Yongan no more than: no more than: bidding delivery 2022 / 3 / 1 ~ demand before issuance according to the price of 5108299 2.54% of its own funds first published in the market 2022 / 8 / 27
Reduced shares
Hold on, No
exceed:
4,028,
314 shares
Bulk delivery
Easy to reduce
Hold on, No
exceed:
5,108,
299 shares
Note: the reduction period of block trading is within 180 days after 3 trading days from the date of disclosure of this announcement (i.e. February 11, 2022 to August 9, 2022).
（1） Whether the relevant shareholders have other arrangements □ yes √ no
（2） Whether the major shareholders and the directors, supervisors and senior executives have previously made commitments on the shareholding ratio, number of shares held, shareholding period, reduction method, number of shares reduced, reduction price, etc. √ yes □ no
1) Xianghe Yongan may reduce its holdings of all shares of the company within two years after the expiration of the lock-in period (if the company changes its share capital due to the conversion of provident fund or undistributed profits into share capital in the year of reduction, the calculation base of share capital that can be reduced shall be adjusted accordingly).
2) The reduction of Xianghe Yongan’s shares in the company will be carried out through agreement transfer, block trading, centralized bidding trading or other means in accordance with relevant laws and regulations, and the reduction price shall not be lower than the issuance price of the company’s initial public offering. If the company has ex dividend and ex right behaviors such as dividend distribution and share capital increase before Xianghe Yongan reduces its shares, the above issuance price will also be adjusted accordingly. 3) Xianghe Yongan will timely fulfill the obligation of information disclosure in accordance with the provisions of relevant laws and regulations. If Xianghe Yongan reduces its shares in the company through centralized bidding trading, it will disclose the announcement of the reduction plan in advance 15 trading days before the first reduction, and perform the obligation of disclosure during and after the first reduction; If the company’s shares are reduced by other means, the reduction plan will be announced three trading days before the reduction.
4) If the China Securities Regulatory Commission or other regulatory authorities have other requirements on the reduction of shares held by shareholders holding more than 5%, they agree to make corresponding adjustments in accordance with the regulatory opinions of the China Securities Regulatory Commission or other regulatory authorities.
Whether the proposed reduction is consistent with the previously disclosed commitments √ yes □ no
（3） No other matters required by the exchange. III. relevant risk tips (I) uncertainty risk of the implementation of the reduction plan
The reduction plan is independently decided by Xianghe Yongan according to its own capital needs. During the reduction period, Xianghe Yongan will choose whether to implement and how to implement the reduction plan according to market conditions and other factors. The number and price of shares reduced are uncertain. （2） Whether the implementation of the share reduction plan may lead to the risk of change in the control of the listed company □ yes √ no (III) other risk tips
The reduction plan complies with the provisions of relevant laws, regulations and normative documents such as the Listing Rules of Shanghai Stock Exchange, some provisions on the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, and the implementation rules for the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies on Shanghai Stock Exchange; The company will continue to pay attention to the implementation of Xianghe Yongan’s share reduction plan, and timely urge Xianghe Yongan to fulfill its obligation of information disclosure in accordance with relevant laws, regulations and normative documents.
It is hereby announced.
Nanjing Chervon Auto Precision Technology Co.Ltd(603982) board of directors February 8, 2022
