Securities code: 688599 securities abbreviation: Trina Solar Co.Ltd(688599) Announcement No.: 2022-017 convertible bond Code: 118002 convertible bond abbreviation: Trina Solar convertible bond
After the ownership registration of some restricted shares is completed
Announcement on not adjusting the price of convertible bonds to shares
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:
As the number of restricted shares vested for the second time in the first vesting period of part of the company’s restricted stock incentive plan in 2020 is 67881 shares, accounting for a small proportion of the company’s total share capital, after calculation, after the vesting registration of the restricted stock incentive plan is completed, the conversion price of “Trina Solar convertible bonds” remains unchanged.
1、 Adjustment basis of conversion price
1. Trina Solar Co.Ltd(688599) (hereinafter referred to as “the company”) has completed the second vesting registration procedures in the first vesting period of the 2020 restricted stock incentive plan on February 17, 2022, and the company’s share capital has been changed from 2073667807 shares to 2073735688 shares. For details, see the company’s website of Shanghai Stock Exchange on February 19, 2022 (www.sse. Com. CN.) The Trina Solar Co.Ltd(688599) announcement on the second vesting result and share listing of the first vesting period of the first vesting part of the 2020 restricted stock incentive plan (Announcement No.: 2022-018) disclosed.
2. In accordance with the relevant provisions of the China Securities Regulatory Commission on the issuance of convertible corporate bonds and the company published on the website of Shanghai Stock Exchange (www.sse. Com. CN.) on August 11, 2021 According to the relevant provisions of the prospectus for the issuance of convertible corporate bonds by Trina Solar Co.Ltd(688599) Co., Ltd. to unspecified objects (hereinafter referred to as the “prospectus”), after the issuance of Trina Solar convertible bonds, if the company distributes stock dividends, increases its share capital and issues new shares (excluding the increased share capital due to the conversion of convertible corporate bonds issued this time) In the case of allotment of shares and distribution of cash dividends, the company will adjust the conversion price in turn according to the order of occurrence of the above conditions.
2、 Adjustment method of conversion price
According to the relevant provisions of the issuance terms of the prospectus, after this issuance, if the company distributes stock dividends, converts to increased share capital, issues additional new shares (excluding the increased share capital due to the conversion of convertible corporate bonds issued this time), distributes shares and distributes cash dividends, the company will appear in the order of the above conditions, Adjust the conversion price in turn. The specific adjustment formula of share conversion price is as follows:
Distribution of stock dividends or conversion to share capital: P1 = P0 / (1 + n);
Additional shares or allotment: P1 = (P0 + a) × k）/（1+k）；
The above two items shall be carried out simultaneously: P1 = (P0 + a) × k）/（1+n+k）；
Cash dividend: P1 = p0-d;
The above three items shall be carried out simultaneously: P1 = (p0-d + a) × k）/（1+n+k）。
Where: P0 refers to the transfer price before adjustment, n refers to the share dividend or share capital conversion rate, K refers to the new share price or allotment rate, a refers to the new share price or allotment price, D refers to the cash dividend per share, and P1 refers to the transfer price after adjustment. When the company changes the above shares and / or shareholders’ equity, the conversion price will be adjusted in turn and posted on the website of Shanghai Stock Exchange (www.sse. Com. CN) Or other information disclosure media of listed companies designated by the CSRC, publish relevant announcements, and specify the adjustment date, adjustment method and suspension period of share conversion price in the announcement (if necessary). When the adjustment date of the conversion price is on or after the application date for conversion of convertible corporate bonds issued this time and before the registration date of conversion shares, the application of the holder for conversion of shares shall be executed according to the adjusted conversion price of the company.
When the company may have share repurchase, merger, division or any other circumstances, which may change the class, quantity and / or shareholder’s equity of the company’s shares, which may affect the creditor’s rights and interests of the holders of convertible corporate bonds issued this time or the derivative rights and interests converted into shares, the company will, according to the specific circumstances, follow the principles of fairness, impartiality The conversion price shall be adjusted in accordance with the principle of fairness and the principle of fully protecting the rights and interests of the holders of convertible corporate bonds issued this time. The adjustment contents and operation methods of the conversion price will be formulated in accordance with the relevant national laws and regulations, the relevant provisions of the securities regulatory authorities and the Shanghai Stock Exchange.
3、 Adjustment and calculation process of conversion price
Since the company has completed the second vesting registration procedures in the first vesting period of the first vesting part of the restricted stock incentive plan in 2020, the company granted three incentive objects a total of 67881 shares at the price of 10.08 yuan / share. The source of shares is private placement. The registration of equity incentive grant changed the total share capital of the company from 2073667807 shares to 2073735688 shares.
Adjustment formula of conversion price: additional issuance of new shares or allotment of shares: P1 = (P0 + a) × k）/（1+k）；
Among them, P0 refers to the conversion price of 50.40 yuan / share before adjustment, K refers to the additional issuance rate of 0.0033% (67881 / 2073667807 shares), a refers to the additional issuance price of 10.08 yuan / share, and P1 refers to the conversion price after adjustment. P1 = (50.40 + 10.08 * 0.0033%) / (1 + 0.0033%) ≈ 50.40 yuan / share
To sum up, in view of the small proportion of the number of restricted shares vested for the second time in the first vesting period of the part granted for the first time in this equity incentive plan in the total share capital of the company, after calculation, the share conversion price of “Trina Solar convertible bonds” will not be adjusted, and the share conversion price is still 50.40 yuan / share.
4、 Other
If investors need to know more about Trina Solar convertible bonds, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) published by the company on August 11, 2021 Prospectus for Trina Solar Co.Ltd(688599) issuing convertible corporate bonds to unspecified objects.
Contact Department: Office of the board of directors
Tel.: 0519-81588826
Contact email: [email protected].
It is hereby announced.
Trina Solar Co.Ltd(688599) board of directors February 19, 2022
