Securities code: 300698 securities abbreviation: Wanma Technology Co.Ltd(300698) Announcement No.: 2022-002
Wanma Technology Co.Ltd(300698)
Suggestive announcement on the reduction plan of specific shareholders
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without any false records, misleading statements or major omissions.
Wanma Technology Co.Ltd(300698) (hereinafter referred to as “the company” or ” Wanma Technology Co.Ltd(300698) “) recently received the notification letter on share reduction plan submitted by Mr. Yang Yiqian, a specific shareholder of the company, in accordance with his relevant commitments in the prospectus for initial public offering and listing on GEM and other materials. The relevant information is hereby announced as follows:
1、 Shareholding of shareholders
Number of shares held by shareholders
Proportion of shareholder status in total share capital number of tradable shares (shares) name (shares)
29600% specific shareholder Yang Yiqian
2、 Main contents of share reduction plan
1. Reason for reduction: personal capital demand.
2. Source of shares: shares obtained by the company before its initial public offering.
3. Quantity and proportion of reduction: no more than 2680000 shares of the company’s tradable shares with unlimited sales conditions, accounting for 2.00% of the company’s total share capital.
4. Reduction period: within 6 months after 3 trading days from the date of this announcement (February 2022)
From August 16 to August 15, 2022).
5. Reduction method: through centralized bidding or block trading.
6. Reduction price: determined according to the market price at the time of reduction.
7. If there are ex rights and ex interests matters such as dividend distribution, share distribution, conversion of capital reserve to share capital and share allotment during the planned reduction period, the number of shares reduced will be adjusted accordingly.
3、 Commitments and performance of shareholders
The commitments made by the shareholders applying for reduction in the company’s prospectus for initial public offering and listing on the gem and the listing announcement of initial public offering and listing on the gem are as follows:
1. Commitment to voluntary lock-in of shares
(1) Yang Yiqian, a shareholder who holds the company’s shares as a senior manager (who has resigned at present), promises that within 12 months from the date of listing of the company’s shares, he will not transfer or entrust others to manage the company’s shares that he has directly or indirectly held before this issuance, nor will the company repurchase this part of the shares. If the company’s shares directly or indirectly held by me are reduced within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issuance price of the company’s initial public offering; Within 6 months after the listing of the company, if the closing price of the shares for 20 consecutive trading days is lower than the issue price, or the closing price at the end of 6 months after the listing is lower than the issue price (in case of ex rights and ex dividend matters, the above issue price shall be adjusted accordingly), the lock-in period of the company’s shares directly or indirectly held by me shall be automatically extended for 6 months; This commitment will not be abandoned due to my job change, resignation and other reasons.
During the period when I am a director or senior manager of the company, the shares transferred each year shall not exceed 25% of the total shares of the company I directly or indirectly hold; Do not transfer the shares of the company directly or indirectly held by me within half a year after resignation.
If I declare my resignation within six months from the date of listing of the company’s initial public offering, I will not transfer the company’s shares directly or indirectly held by me within 18 months from the date of reporting my resignation; If a person applies for resignation from the seventh month to the twelfth month from the date of IPO listing, he shall not transfer the shares of the company directly or indirectly held by him within twelve months from the date of declaration of resignation.
I will abide by the provisions of the CSRC on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies, the stock listing rules of Shenzhen Stock Exchange and the detailed rules for the implementation of the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock exchange.
2. The shareholding intention and reduction intention commitment of Yang Yiqian, a shareholder holding more than 5% before the public offering, are as follows:
After the expiration of the lock-in period of the company’s shares held by him, under the condition of meeting the provisions of relevant laws and regulations, relevant provisions of the CSRC and other binding normative documents, and meeting the following conditions at the same time, he shall choose the opportunity and amount to reduce the company’s shares held by him according to his own needs:
On the premise of not violating relevant laws, regulations and administrative rules and not violating the public commitment made by myself at the initial public offering of the company, it shall be conducted according to law through block trading, competitive trading or other means of Shenzhen Stock Exchange in accordance with the provisions of laws and regulations; The company shall be notified at least four trading days before the reduction, and the company shall make an announcement three trading days in advance, and actively cooperate with the company’s information disclosure; If the reduction fails to fulfill or violates relevant commitments, the income from the reduction shall be owned by the company.
As of the date of this announcement, Mr. Yang Yiqian mistakenly reduced the company’s shares during the window period on September 13, 2018. The company has handled the illegal operation. For details, see the announcement on the handling of directors’ illegal reduction of the company’s shares disclosed on cninfo.com on October 11, 2018. In addition, the above-mentioned reduction personnel have strictly fulfilled the relevant commitments. There is no violation of the commitments in this reduction plan, and the relevant provisions of the reduction rules will continue to be strictly observed in the future.
4、 Relevant instructions and risk tips
1. The reduction plan complies with the company law, the securities law, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, and the guidelines for the standardized operation of GEM listed companies of Shenzhen Stock Exchange Relevant provisions of laws, regulations and normative documents such as the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and the requirements of corresponding commitments, and timely fulfill the obligation of information disclosure.
2. The implementation of the share reduction plan will not lead to the change of the control right of the listed company, and will not have a significant impact on the corporate governance structure, equity structure and sustainable operation.
3. The implementation of the share reduction plan is uncertain. The above shareholders will decide whether to implement the share reduction plan according to the market conditions, the company’s share price and other conditions.
5、 Documents for future reference
1. Notification letter on share reduction plan submitted by Mr. Yang Yiqian.
It is hereby announced.
Wanma Technology Co.Ltd(300698) board of directors
February 10, 2022