Securities code: 601162 securities abbreviation: Tianfeng Securities Co.Ltd(601162) Announcement No.: 2022-004
Announcement on the share reduction plan of Tianfeng Securities Co.Ltd(601162) 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 assume individual and joint responsibility for the authenticity, accuracy and completeness of its contents
Take responsibility.
Important content tips:
Basic information of shareholders' shareholding
As of the disclosure date of this announcement, the total number of shares held by Wuhan Sante Cableway Group Co.Ltd(002159) (hereinafter referred to as " Wuhan Sante Cableway Group Co.Ltd(002159) ") shareholders of Tianfeng Securities Co.Ltd(601162) (hereinafter referred to as "the company" or " Tianfeng Securities Co.Ltd(601162) ")
33552265 shares, accounting for 0.39% of the total share capital of the company. Among them, 25809435 shares were issued to the public for the first time
Shares and shares held before listing; 7742830 shares are allotted shares of the company's public offering of securities.
Main contents of share reduction plan
Wuhan Sante Cableway Group Co.Ltd(002159) in order to optimize its own asset structure and improve asset liquidity and use efficiency, it is planned to start from this announcement
Within 6 months after 3 trading days from the date of disclosure, the reduction of holdings through block trading shall not exceed 28489900
Shares, accounting for 0.33% of the total share capital of the company. The source of the shares to be reduced is the initial public offering and held before listing
Shares of the company and allotted shares of publicly issued securities of the company. The reduction price shall be determined according to the market price.
1、 Basic information of the reducing entity
Number of shares held
Shareholder name shareholder identity shareholding proportion current shareholding source (share)
Acquired before IPO: 25809435 shares
Wuhan Sante Cableway Group Co.Ltd(002159) shareholders below 5% 33552265 0.38718%
Obtained by other means: 7742830 shares
There are persons acting in concert with the above reduction subjects:
Number of shares and concerted action relationship
Name of shareholder shareholding ratio
(share) causes
The Wuhan Sante Cableway Group Co.Ltd(002159) 33552265 0.38718% is under the same actual control
One Humanwell Healthcare (Group) Co.Ltd(600079) 680087537 7.84799% system control
Group Shanghai Tianhe investment partnership (limited partnership) 132210237 1.52566%
Wuhan Contemporary Technology Industry Group Co., Ltd. 148328210 1.71166%
Total 994178249 11.47249% -
The latest share reduction of Wuhan Sante Cableway Group Co.Ltd(002159) and its persons acting in concert
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)
Wuhan contemporary science and technology production 44498400 0.51% 2020 / 11 / 4 ~ 5.86-5.92 2020 / 10 / 17
Industry Group Co., Ltd. 2020 / 11 / 6
company
Note: approved by China Securities Regulatory Commission on approving Tianfeng Securities Co.Ltd(601162) non-public development of shares
(zjxk [2021] No. 962) approved that the company issued RMB ordinary shares non publicly on April 29, 2021
1999790184 shares, and the total share capital of the company increased from 6665967280 shares to 8665757464 shares. Wuhan contemporary science and technology industry
The proportion of the number of shares reduced by the Industrial Group Co., Ltd. in the total share capital of the company was changed from 0.67% to 0.51%.
2、 Main contents of share reduction plan
Reduction and combination
Shareholders plan to reduce their holdings plan to reduce their holdings of shares in block transactions
Reduction method price proposed reduction reason name quantity (share) holding proportion reduction period source
section
Three characteristics: no more than: no more than: block trading reduction, 2022 / 2 / 17 ~ optimize its own asset structure cableway 28489900 0.33% 2022 / 8 / 16 price stocks according to the initial public offering of the market and pre listing structure, so as to improve the liquidity and use efficiency of asset shares
Public allotment of 28489900 shares of the company
Acquisition of securities
Allotment of shares
Note:
1. 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 to be reduced and the reduction price will be adjusted accordingly.
2. The reduction period of block trading is within 6 months after 3 trading days from the date of disclosure of the reduction announcement.
（1） Whether the relevant shareholders have other arrangements □ yes √ no
（2） Whether shareholders have made commitments on shareholding ratio, shareholding quantity, shareholding period, reduction method, reduction quantity, reduction price, etc. √ yes □ no
Wuhan Sante Cableway Group Co.Ltd(002159) made the following commitments when the company was listed:
1. Within 36 months from the date of listing of Tianfeng Securities Co.Ltd(601162) shares, do not transfer or entrust others to manage the shares directly or indirectly held before the public offering of Tianfeng Securities Co.Ltd(601162) shares, nor do Tianfeng Securities Co.Ltd(601162) repurchase these shares;
2. Within two years after the expiration of the lock-in period of Tianfeng Securities Co.Ltd(601162) shares, the cumulative number of transferred shares shall not exceed 0.55% of the total share capital on the date of Tianfeng Securities Co.Ltd(601162) initial listing;
3. The reduction of Tianfeng Securities Co.Ltd(601162) shares shall be announced three trading days in advance;
4. In case of capital increase and share expansion and equity transfer within three years before Tianfeng Securities Co.Ltd(601162) application for IPO Listing Supervision opinion, it is promised not to transfer its Tianfeng Securities Co.Ltd(601162) equity within 48 months from the date of holding shares. The shareholding date shall be confirmed according to the date when the equity change is approved by the CSRC or reported to the CSRC for filing; (the commitment has been fulfilled) 5. Commitment on restricted circulation of shares and voluntary lock-in: if the commitment is violated during the lock-in period, and losses are caused to Tianfeng Securities Co.Ltd(601162) or other shareholders, compensation will be made according to law;
6. If relevant commitments are not fulfilled, a public apology will be made at the general meeting of shareholders and the media designated by the CSRC. At the same time, under the condition of complying with the provisions of laws, regulations and normative documents, the illegally sold shares shall be repurchased within 10 trading days, and the lock-in period of all shares held shall be automatically extended for 6 months from the date of completion of the repurchase. From the date when it is determined that the above commitments have not been fulfilled, the dividends stopped in Tianfeng Securities Co.Ltd(601162) and the Tianfeng Securities Co.Ltd(601162) shares held will not be transferred until the shares originally sold in violation of regulations have been repurchased.
The commitments made by Wuhan Sante Cableway Group Co.Ltd(002159) during Tianfeng Securities Co.Ltd(601162) share allotment are as follows:
The company will not reduce its holdings within 6 months from the listing and circulation date of the allotted shares (March 31, 2020). If the holdings are reduced, the income thus obtained belongs to Tianfeng Securities Co.Ltd(601162) . (this commitment has been fulfilled)
The commitments made by Wuhan Sante Cableway Group Co.Ltd(002159) when Tianfeng Securities Co.Ltd(601162) issued the repurchase plan are as follows:
In the next three months and six months disclosed in the repurchase plan, the company's shares will not be reduced through centralized bidding.
Whether the proposed reduction is consistent with the previously disclosed commitments √ yes □ no
（3） Other matters required by the exchange
None. 3、 Relevant risk tips (I) uncertainty risk of the implementation of the reduction plan
The above reduction plan is the reduction carried out by the company's shareholders Wuhan Sante Cableway Group Co.Ltd(002159) to optimize their own asset structure and improve asset liquidity and use efficiency. The above reduction will not have an impact on the corporate governance structure and sustainable operation. During the reduction period, Wuhan Sante Cableway Group Co.Ltd(002159) will choose whether to implement and how to implement the plan according to the market conditions and the company's share price. Therefore, the implementation of the above reduction plan is uncertain about the reduction time, reduction quantity and reduction price. Please pay attention to the investment risks. （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
Wuhan Sante Cableway Group Co.Ltd(002159) promise to strictly abide by relevant laws, regulations and requirements of corresponding commitments, such as several provisions on reducing shares held by shareholders, directors, supervisors and senior managers of listed companies, detailed rules for the implementation of reducing shares held by shareholders, directors, supervisors and senior managers of listed companies on Shanghai Stock Exchange; The company will also continue to pay attention to the follow-up implementation of Wuhan Sante Cableway Group Co.Ltd(002159) the above reduction plan and fulfill the obligation of information disclosure in a timely manner.
It is hereby announced.
Tianfeng Securities Co.Ltd(601162) board of directors February 12, 2022
