Securities code: 002865 securities abbreviation: Hainan Drinda Automotive Trim Co.Ltd(002865) Announcement No.: 2022-036 bond Code: 128050 bond abbreviation: Junda convertible bond
Hainan Drinda Automotive Trim Co.Ltd(002865)
Announcement on the redemption results of "Junda convertible bonds"
The company and all members of the board of directors guarantee that the information disclosure is true, accurate and complete without false records, misleading statements or major omissions.
1、 Overview of redemption of "Junda convertible bonds"
1. Overview of "Junda convertible bonds" issuance and listing
With the approval of China Securities Regulatory Commission's "zjxk [2018] No. 1733" reply on Approving the public issuance of convertible corporate bonds by Hainan Junda Auto Accessories Co., Ltd., the company publicly issued 3.2 million convertible corporate bonds (hereinafter referred to as "convertible bonds") on December 10, 2018, with a face value of 100 yuan each and a total issuance amount of 320 million yuan, The term is 6 years.
With the consent of "SZS [2018] No. 641" document of Shenzhen Stock Exchange, the company's 320 million yuan convertible corporate bonds have been listed and traded on Shenzhen Stock Exchange since December 27, 2018. The bonds are referred to as "Junda convertible bonds" for short, and the bond code is
“128050”。
According to relevant regulations and the company's prospectus for public offering of convertible corporate bonds, the "Junda convertible bonds" issued by the company can be converted into shares of the company from June 14, 2019, and the conversion period is from June 14, 2019 to December 10, 2024. The initial conversion price of "Junda convertible bonds" is 21.74 yuan / share; Due to the implementation of the company's equity distribution plan in 2018, according to the relevant provisions of the price adjustment of convertible bonds into shares, the company adjusted the share conversion price of "Junda convertible bonds", and the share conversion price of "Junda convertible bonds" was adjusted to 21.59 yuan / share from July 22, 2019; Due to the cancellation of restricted stock repurchase, the company adjusted the conversion price of "Junda convertible bonds" accordingly according to the relevant provisions on the price adjustment of convertible bonds. From August 27, 2019, the conversion price of "Junda convertible bonds" was adjusted to 21.66 yuan / share; The closing price of the company's shares has been lower than 85% (21.66 yuan / share) of the current conversion price of "Junda convertible bonds" for at least 15 of the 30 consecutive trading days × 85% = 18.411 yuan / share), according to the relevant terms of the price adjustment of convertible bonds, the company adjusted the price of "Junda convertible bonds" accordingly, and the price of "Junda convertible bonds" was adjusted to 14.93 yuan / share from March 16, 2020; Due to the implementation of the company's equity distribution plan in 2019, according to the relevant terms of the price adjustment of convertible bonds into shares, the company adjusted the price of "Junda convertible bonds" to 14.83 yuan / share from June 17, 2020; Due to the cancellation of restricted stock repurchase, the company adjusted the conversion price of "Junda convertible bonds" accordingly according to the relevant provisions on the price adjustment of convertible bonds. From October 15, 2020, the conversion price of "Junda convertible bonds" was adjusted to 14.85 yuan / share; Due to the implementation of the company's equity distribution plan in 2020, according to the relevant provisions of the price adjustment of convertible bonds into shares, the company adjusted the price of "Junda convertible bonds" to 14.80 yuan / share from May 26, 2021; Due to the cancellation of restricted stock repurchase, according to the relevant provisions on the price adjustment of convertible bonds, the company adjusted the share conversion price of "Junda convertible bonds", and the share conversion price of "Junda convertible bonds" was adjusted to 14.81 yuan / share from November 26, 2021.
2. Trigger redemption
From November 23, 2021 to January 4, 2022, the closing price of A-Shares of the company has been no less than 130% (i.e. 19.25 yuan / share) of the current conversion price of "Junda convertible bonds" for 15 consecutive trading days, which has triggered the conditional redemption terms agreed in the prospectus for public issuance of convertible corporate bonds of the company.
At the 9th meeting of the 4th board of directors held on January 4, 2022, the company deliberated and approved the proposal on early redemption of "Junda convertible bonds", and agreed to exercise the conditional redemption right of "Junda convertible bonds", All non convertible "Junda convertible bonds" registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. after the closing of the redemption registration date will be redeemed at the price of bond face value plus accrued interest of the current period.
3. Redemption procedure and schedule
(1) "Junda convertible bonds" triggered conditional redemption terms on January 4, 2022.
(2) The company published three redemption implementation announcements on the information disclosure media designated by the CSRC within 5 trading days after meeting the redemption conditions for the first time (i.e. from January 5, 2022 to January 11, 2022). From January 5, 2022 to January 27, 2022, a total of 14 suggestive announcements on the implementation of the redemption of "Junda convertible bonds" were disclosed to inform the holders of "Junda convertible bonds" of the relevant matters of this redemption.
(3) The trading of "Junda convertible bonds" was stopped on January 27, 2022, and the conversion of shares was stopped on January 28, 2022. January 28, 2022 was the redemption date of "Junda convertible bonds", February 9, 2022 was the arrival date of the company's funds, and February 11, 2022 was the arrival date of investors' Redemption funds, The redemption money of "Junda convertible bonds" has been directly transferred to the capital account of "Junda convertible bonds" holders through Convertible Bond Custody brokers.
3、 Redemption result
According to the data provided by Shenzhen Branch of China Securities Depository and Clearing Corporation Limited, as of the closing of the market on January 27, 2022, there are 7333 "Junda convertible bonds" that have not been converted into shares, and the number of redemptions this time is 7333. According to the terms of conditional redemption in the prospectus for public issuance of convertible corporate bonds, the company redeems all non convertible "Junda convertible bonds" at the price of face value of convertible bonds plus accrued interest in the current period, and the redemption price is 100.21 yuan / piece (including accrued interest in the current period)
Interest, the annual interest rate of the current period is 1.6%, and the current interest (including tax), the redemption price after deducting tax shall be settled by China Securities Depository and Clearing Corporation
The price approved by Shenzhen Branch of limited liability company shall prevail. The company paid a total redemption amount of 734839.93 yuan.
3、 Redemption impact
The total face value of "Junda convertible bonds" redeemed by the company this time is 733300 yuan, accounting for 0.23% of the total issuance
The company's financial situation, operating results and cash flow will not have a great impact, and will not affect the positive impact of the bond raised funds
Often used.
As of January 27, 2022, the total share capital of the company has increased by 21524273 shares due to the conversion of "Junda convertible bonds". because
The increase of total share capital dilutes the company's earnings per share in the short term.
4、 Delisting arrangement
This redemption is full redemption. After the redemption is completed, there will be no "Junda convertible bonds" to continue circulation or trading, "Junda convertible bonds"
"Debt" no longer meets the listing conditions and needs to be delisted. From February 14, 2022, "Junda convertible bonds" (bonds) issued by the company
(coupon code: 128050) will be delisted from the Shenzhen Stock Exchange. For details, please refer to the company's journal published on the designated information disclosure media on the same day
Securities times, China Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) of
Announcement on delisting of "Junda convertible bonds" (Announcement No.: 2022-037)
5、 Latest equity structure
Before this change, this increase or decrease (+ -) (shares) after this change
Quantity (share) proportion of convertible bonds to other subtotal quantity (share) proportion (%) share (%)
1、 Sales restriction conditions: 81900000 68.25% - 78523988 - 78523988 3376012 2.39% tradable shares / non tradable shares
Executive locking shares 3376012 3376012 3376012 2.39%
Restricted shares after IPO: 68.25% - 81900000 - 81900000
2、 Unlimited sales terms 38100000 31.75% 21524273 78523988 100048261 138148261 97.61% circulating shares
3、 Total share capital 120000000 100% 21524273 0 21524273 141524273 100%
Note: 1. The share capital before this change is as of June 13, 2019 (the trading day before the start of share conversion)
Share capital; The company's 2018 restricted stock incentive plan granted 1.68 million restricted shares for the first time, due to the industry
If the performance appraisal fails to meet the standard, all shares have been repurchased and cancelled, and the total share capital "before this change" in the above table has excluded this part of shares.
2. The share capital after this change is the share capital as of January 27, 2022 (Redemption registration date); 3. For details of the changes in share capital during the duration of the company's convertible bonds, see the company's regular publication on the designated information disclosure media cninfo (www.cn. Info. Com. CN.) Announcement on the quarterly conversion of "Junda convertible bonds" on.
6、 Contact information
Consulting department: Securities Affairs Department of the company
Contact: Zheng Tong, Jiang Caifang
Tel: 0898-66802555
Email: [email protected].
It is hereby announced.
Hainan Drinda Automotive Trim Co.Ltd(002865)
Board of directors
February 12, 2022
