Securities code: 688388 securities abbreviation: Guangdong Jiayuan Technology Co.Ltd(688388) Announcement No.: 2022-013 convertible bond Code: 118000 convertible bond abbreviation: Jiayuan convertible bond
Guangdong Jiayuan Technology Co.Ltd(688388)
Announcement on interest payment of convertible corporate bonds in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Registration date of interest payment creditor’s rights of convertible bonds: February 22, 2022
Interest payment date of convertible bonds: February 23, 2022
Guangdong Jiayuan Technology Co.Ltd(688388) (hereinafter referred to as “the company” or ” Guangdong Jiayuan Technology Co.Ltd(688388) “) issued convertible corporate bonds (hereinafter referred to as “Jiayuan convertible bonds” or “convertible bonds”) to unspecified objects on February 23, 2021. The interest from February 23, 2021 to February 22, 2022 will be paid from February 23, 2022. According to the relevant provisions of the Guangdong Jiayuan Technology Co.Ltd(688388) prospectus for the issuance of convertible corporate bonds to unspecified objects (hereinafter referred to as the “prospectus”), the relevant matters are hereby announced as follows:
1、 Basic information of current bonds
1. Bond Name: Guangdong Jiayuan Technology Co.Ltd(688388) convertible corporate bonds
2. Bond abbreviation: Jiayuan convertible bond
3. Bond Code: 118000
4. Total issuance amount: RMB 1240 million
5. Approval authority and document number of bond issuance: China Securities Regulatory Commission, CSRC license [2021] No. 180.
6. Issued quantity: 12.4 million
7. Face value and issue price: the face value of each convertible corporate bond issued this time is RMB 100, which is issued at face value
8. Bond term: the term of convertible corporate bonds issued this time is six years from the date of issuance, i.e. from February 23, 2021 to February 22, 2027.
9. Bond interest rate: the coupon rate of convertible bonds issued this time is 0.4% in the first year, 0.6% in the second year, 1.0% in the third year, 1.5% in the fourth year, 2.5% in the fifth year and 3.0% in the sixth year.
10. Interest payment date of convertible corporate bonds: the interest payment date of each year is the date of each full year from the first date of issuance of convertible corporate bonds. If the day is a legal holiday or rest day, it shall be postponed to the next trading day without additional interest. The interest year is between two adjacent interest payment days.
Interest payment creditor’s right registration date: the interest payment creditor’s right registration date of each year is the trading day before the interest payment date of each year. The company will pay the interest of the current year within five trading days after the interest payment date of each year. For the convertible corporate bonds that apply for conversion into the company’s shares before the registration date of interest paying creditor’s rights (including the registration date of interest paying creditor’s rights), the company will no longer pay the interest of this interest year and subsequent interest years to its holders.
The tax payable on the interest income obtained by the holders of convertible corporate bonds shall be borne by the holders.
11. Conversion period: the conversion period of convertible bonds issued this time starts from the first trading day (September 1, 2021) six months after the end of the issuance of convertible bonds (March 1, 2021) to the maturity date of convertible bonds (February 22, 2027).
12. Conversion price: the initial conversion price is 78.99 yuan / share, and the latest conversion price is 78.74 yuan / share.
13. The credit rating of convertible bonds: AA -, and the rating agency is Dongfang Jincheng International Credit Evaluation Co., Ltd. Guarantee matters: no guarantee is provided for the convertible bonds issued this time.
14. Bond registration, custody, entrusted bond dividend distribution and cashing Institution: China Securities Depository and Clearing Co., Ltd. Shanghai Branch (hereinafter referred to as “China Securities Depository and clearing Shanghai Branch”).
2、 This interest payment scheme
According to the relevant provisions of the company’s prospectus, this interest payment is the first year of Jiayuan convertible bonds, and the interest period is from February 23, 2021 to February 22, 2022. The coupon rate of this interest bearing year is 0.4% (tax included), that is, the interest exchange amount of each hand of Jiayuan convertible bonds (face value 1000 yuan) is 4 yuan (tax included). 3、 Interest payment creditor’s right registration date and interest payment date
1. Registration date of interest payment creditor’s rights of convertible bonds: February 22, 2022
2. Interest payment date of convertible bonds: February 23, 2022
4、 Object of this interest payment
The object of this interest payment is all holders of “Jiayuan convertible bonds” registered in Shanghai Branch of China Securities Depository and Clearing Co., Ltd. after the closing of Shanghai Stock Exchange on February 22, 2022.
5、 Interest payment method
1. The company signed an agreement with CSDCC Shanghai Branch on entrusted agency bond cashing and interest conversion, and entrusted CSDCC Shanghai branch to carry out bond cashing and interest conversion. If the company fails to transfer the bond cashing and interest conversion funds to the bank account designated by CSDCC Shanghai Branch on time and in full, CSDCC Shanghai Branch will terminate the entrusted agency bond cashing and interest conversion services according to the agreement, and the subsequent cashing and interest conversion work shall be handled by the company itself, and the relevant implementation matters shall be subject to the announcement of the company. The company will transfer the full amount of interest of the current bonds to the bank account designated by China Clearing Shanghai Branch 2 trading days before the current interest exchange date.
2. After receiving the payment, CSDCC Shanghai Branch will transfer the bond interest to the corresponding cashing institution (securities company or other institution recognized by CSDCC Shanghai Branch) through the capital settlement system, and the investor will receive the bond interest from the cashing institution.
6、 Notes on investors’ payment of corporate bond interest income tax
1. According to the individual income tax law of the people’s Republic of China and other relevant tax regulations and documents, individual investors in corporate convertible bonds (including securities investment funds) shall pay income tax on individual interest income of bonds at the tax rate of 20% of the interest amount, that is, the exchange amount of convertible bonds with a face value of 100 yuan is 0.40 yuan (before tax), The actual distribution interest is 0.32 yuan (after tax). The individual income tax on convertible bond interest will be uniformly withheld and paid by each cashing institution and directly to the tax department where each cashing institution is located. If each interest payment outlet fails to perform the obligation of withholding and paying the individual income tax of the above bond interest, the resulting legal liability shall be borne by each interest payment outlet.
2. According to the enterprise income tax law of the people’s Republic of China and other relevant tax regulations and documents, for resident enterprises holding convertible bonds, the bond interest income tax shall be paid by themselves, that is, the actual distribution amount of each convertible bond with a face value of RMB 100 is RMB 0.40 (including tax).
3. For non resident enterprises such as qualified foreign institutional investors and RMB foreign institutional investors holding current convertible bonds, According to the notice of the Ministry of Finance and the State Administration of Taxation on the enterprise income tax and value-added tax policies of overseas institutions investing in the domestic bond market (CS 2018 [108]) and the notice of the Ministry of Finance and the State Administration of Taxation on the continuation of the enterprise income tax and value-added tax policies of overseas institutions investing in the domestic bond market (No. 34, 2021), From November 7, 2018 to December 31, 2025, the bond interest income obtained by overseas institutions investing in the domestic bond market will be temporarily exempted from corporate income tax and value-added tax.
Therefore, the current bond interest obtained by the bondholders of non resident enterprises (including QFII and rqfii) is exempted from corporate income tax, that is, the actual distribution amount of each convertible bond with a face value of 100 yuan is 0.40 yuan (including tax). The scope of the above temporary exemption from enterprise income tax does not include the bond interest actually connected with the institutions and sites established by overseas institutions in China.
7、 Relevant institutions and contact information
1. Issuer: Guangdong Jiayuan Technology Co.Ltd(688388)
Contact address: wenshe village, Yanyang Town, Meixian District, Meizhou City, Guangdong Province
Contact: ye Jingmin
Tel: 0753-2825818
Fax: 0753-2825858
2. Sponsor: Citic Securities Company Limited(600030)
Contact address: 21st floor, Citic Securities Company Limited(600030) building (Maizidian Street), 48 Liangmaqiao Road, Chaoyang District, Beijing
Sponsor representatives: Guo Weijian, Wu Xi
Tel: 010-60838888
Fax: 010-60833083
3. Custodian: China Securities Depository and Clearing Co., Ltd. Shanghai Branch
Office address: No. 188, Yanggao South Road, Pudong New Area, Shanghai
Tel.: 4008058058
It is hereby announced.
Guangdong Jiayuan Technology Co.Ltd(688388) board of directors