Securities code: 002159 securities abbreviation: Wuhan Sante Cableway Group Co.Ltd(002159) Announcement No.: 2022-4
Wuhan Sante Cableway Group Co.Ltd(002159)
Announcement on the proposed sale of stock assets
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.
1、 Transaction overview
Wuhan Sante Cableway Group Co.Ltd(002159) (hereinafter referred to as "the company") directly holds 33552265 shares of Tianfeng Securities Co., Ltd. (hereinafter referred to as "Tianfeng securities" sh.601162), accounting for 0.39% of its total share capital. In order to optimize the company's asset structure and improve asset liquidity and use efficiency, the company plans to sell Tianfeng Securities Co.Ltd(601162) shares of no more than 28489900 shares. The company held the 14th interim meeting of the 11th board of directors on February 11, 2022, deliberated and approved the proposal on the proposed sale of stock assets, and agreed that the board of directors of the company authorized the management of the company to handle the share sale. The scope of authorization includes but is not limited to determining the specific selling time, trading method, trading quantity, trading price, signing relevant agreements, etc. according to the trading market conditions. The authorization period is within 6 months from the date of deliberation and approval of this board of directors. 16.5 million shares of Tianfeng Securities Co.Ltd(601162) held by the company have been pledged, and the company will go through the pledge cancellation procedures in advance according to the sale. In addition, there are no major disputes, lawsuits or arbitration involving the shares sold this time, and there are no judicial measures such as seizure and freezing.
As the stock price in the secondary market of securities cannot be predicted, the transaction amount of stock assets sold this time cannot be determined. At the same time, since the company designates the shares held by Tianfeng Securities Co.Ltd(601162) as financial assets measured at fair value and whose changes are included in comprehensive income, this sale will not affect the profits and losses of the current and future periods, and will not affect the net profit of the company. According to the decision-making authority of the board of directors of Shenzhen Stock Exchange, if it exceeds the decision-making authority of the board of directors, the company will hold a separate general meeting of shareholders for deliberation.
This transaction does not constitute a connected transaction, nor does it constitute a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies.
2、 Basic information of transaction object
1. Company name: Tianfeng Securities Co.Ltd(601162)
2. Date of establishment: March 29, 2000
3. Company type: joint stock limited company (listed)
4. Legal representative: Yu Lei
5. Registered address: 4th floor, Gaoke building, No. 2, guandongyuan Road, Donghu New Technology Development Zone, Wuhan, Hubei
6. Registered capital: 8665757464 yuan
7. Business scope: providing intermediary services for futures companies. (for the above business scope, the projects with special provisions in China shall be operated within the approved scope and period after approval or with a license); Securities brokerage; Securities investment consulting; Financial advisers related to securities trading and securities investment activities; Selling securities investment funds on a commission basis; Securities underwriting and recommendation; Self operated securities; Margin trading; Sell financial products on a commission basis (operate within the approved scope and term with the license). (if the project involves licensed operation, it can be operated only after obtaining the permission of relevant departments)
8. Equity structure: Tianfeng Securities Co.Ltd(601162) was listed on the Shanghai Stock Exchange in October 2018. For the information of the top ten shareholders, see its website on the Shanghai Stock Exchange (www.sse. Com. CN.) Periodic reports disclosed on. As of September 30, 2021, Tianfeng Securities Co.Ltd(601162) top ten shareholders are as follows:
Name of shareholder number of shares (shares) in total share capital
（%）
Wuhan Trading Group Co., Ltd. 698988942 8.07
Humanwell Healthcare (Group) Co.Ltd(600079) 680,087,537 7.85
Hubei United Development Investment Group Co., Ltd. 519359753 5.99
China Life Insurance Company Limited(601628) asset management - Guangdong Development Bank - Guoshou assets - you 244498777 2.82
Potential selection 2102 insurance asset management products
Ningbo Xinda Tianying investment partnership (limited partnership) 240498500 2.78
Shaanxi Dade Investment Group Co., Ltd. 229910153 2.65
AVIC Trust Co., Ltd. 200000000 2.31
Wuhan financial holding (Group) Co., Ltd. 195599022 2.26
Guangdong HENGJIAN International Investment Co., Ltd. 195599022 2.26
Suzhou Jianfeng Investment Center (limited partnership) 184000000 2.12
Note: Wuhan Trading Group Co., Ltd. has carried out refinancing and lending business for its 62 million shares of the company, and the ownership of these shares has not been transferred.
9. See the website of Shanghai Stock Exchange (www.sse. Com. CN.) for the operation of Tianfeng securities According to the periodic report disclosed on the, the main financial data of the company in the latest year are as follows:
Unit: RMB
Project December 31, 2020 September 30, 2021 (audited) (Unaudited)
Total assets 81405106781.45 110134867043.68
Total liabilities 59162069868.75 79445105968.88
Total accounts receivable 1395310400.35 2202813830.79
Net assets attributable to shareholders of listed companies 17460091857.72 26128929840.53
Project 2020 January September 2021 (audited) (Unaudited)
Operating income 4359629544.39 2917509725.80
Operating profit 849321984.68 828266591.68
Net profit attributable to shareholders of listed company 454871365.71 634676843.65
Net profit attributable to the listed company after deducting non recurring profit and loss of 405315277.48 and 588044956.88
Net cash flow from operating activities -3354490668.04 2247122594.90
Note: the above financial data comes from Tianfeng Securities Co.Ltd(601162) 2020 annual report and the third quarter report of 2021.
10. After inquiry, Tianfeng Securities Co.Ltd(601162) does not belong to the dishonest person to be executed.
3、 Plan for the proposed sale of shares
1. Sale method: through block trading
2. Number of shares sold: no more than 28489900 shares
3. Sale price: determined according to the market price at the time of sale
4. Term of sale: within 6 months after 3 trading days from the date of deliberation and approval by the board of directors
5. 16.5 million shares of Tianfeng Securities Co.Ltd(601162) held by the company have been pledged, and the company will go through the pledge cancellation procedures in advance according to the sale. In addition, there are no major disputes, lawsuits or arbitration involving the shares sold this time, and there are no judicial measures such as seizure and freezing. 6. The board of directors of the company authorizes the management of the company to handle matters related to the sale of Tianfeng Securities Co.Ltd(601162) some shares, including but not limited to determining the specific sale time, trading method, trading quantity, trading price, signing relevant agreements, etc. according to the trading market conditions.
4、 Purpose of this transaction and its impact on the company
The company's opportunity to sell Tianfeng Securities Co.Ltd(601162) stock assets is conducive to improving asset liquidity and use efficiency, further optimizing the company's asset structure, promoting the healthy development of the company and maximizing shareholder value. The proceeds from the sale of shares will be used for the company's production and operation activities, including but not limited to repaying the company's interest bearing debts and supplementing the working capital of the company and its holding subsidiaries. There is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
The company designates the shares held by Tianfeng Securities Co.Ltd(601162) as financial assets measured at fair value and whose changes are included in comprehensive income. This sale will not affect the current and future profits and losses, and will not affect the company's net profit. The company will conduct accounting treatment in accordance with the accounting standards for business enterprises and other relevant provisions, and the actual impact shall be subject to the final data audited by certified public accountants. There is still uncertainty in the implementation of the proposed sale of stock assets, and the subsequent company will timely perform the obligation of information disclosure in accordance with relevant regulations. Please invest rationally and pay attention to investment risks.
5、 Documents for future reference
Resolution of the 14th extraordinary meeting of the 11th board of directors of the company.
It is hereby announced.
Wuhan Sante Cableway Group Co.Ltd(002159) board of directors
February 12, 2022
