Securities code: 600318 securities abbreviation: Anhui Xinli Finance Co.Ltd(600318) Announcement No.: pro 2022-005 Anhui Xinli Finance Co.Ltd(600318)
Announcement on abnormal fluctuations in stock trading
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
● Anhui Xinli Finance Co.Ltd(600318) (hereinafter referred to as the “company” or “listed company”) the stock price deviated from the daily closing price by more than 20% in three consecutive trading days on February 21, February 22 and February 23, 2022. According to the relevant provisions of the trading rules of Shanghai Stock Exchange, it belongs to abnormal fluctuation of stock trading.
● after the company’s self-examination and verification with the controlling shareholder and actual controller, the company’s production and operation are normal. Anhui supply and Marketing Cooperative Federation, as the actual controller of the company and Anhui Xinli science and Innovation Group Co., Ltd., as the controlling shareholder of the company, is currently coordinating relevant parties to promote this major asset restructuring, And actively promote the implementation of the battery project of Shenzhen BIC Power Battery Co., Ltd. (hereinafter referred to as “BIC power”) in Anhui. Except for the major asset restructuring that the company is planning, there are no other major events that should be disclosed but not disclosed. ● there is a risk that the parties involved in this reorganization will be filed for investigation due to suspected insider trading, resulting in the potential risk of suspension, termination or cancellation of this reorganization. Meanwhile, in the process of promoting the implementation of BIC power battery project in Anhui, the company is concerned about the recent sharp rise in share price, and the company will continue to cooperate with the competent authorities in relevant verification.
1、 Details of abnormal fluctuations in stock trading
On February 21, February 22 and February 23, 2022, the deviation of daily closing price increase exceeds 20% in total within three consecutive trading days. According to the relevant provisions of the trading rules of Shanghai Stock Exchange, it belongs to abnormal fluctuation of stock trading.
2、 Relevant information concerned and verified by the company
(I) production and operation
According to the self inspection of the company, the daily operation of the company is normal and the external environment has not changed significantly.
(II) major events
1. On November 11, 2021, the company issued the suspension notice of Anhui Xinli Finance Co.Ltd(600318) on planning major asset restructuring. The company is planning to purchase no less than 51% equity of BIC power by means of asset replacement and issuing shares to purchase assets (the equity acquisition proportion disclosed in the plan is 75.6234%), and raise supporting funds to ensure fair information disclosure, Safeguard the interests of investors and avoid abnormal fluctuations in the company’s share price. According to relevant regulations, the trading of the company’s shares will be suspended from the opening of the market on November 11, 2021 after applying to Shanghai Stock Exchange.
2. On November 24, 2021, the company held the 22nd Meeting of the 8th board of directors, deliberated and approved the proposal on this major asset replacement and issuance of shares to purchase assets and raise supporting funds and related party transactions and other proposals related to this transaction, On November 25, 2021, the company disclosed relevant announcements such as the plan for Anhui Xinli Finance Co.Ltd(600318) major asset replacement and issuance of shares to purchase assets and raise supporting funds and related party transactions.
3. On November 25, 2021, the company issued the announcement of Anhui Xinli Finance Co.Ltd(600318) general risk warning on major asset restructuring and stock resumption. According to the relevant regulations of Shanghai Stock Exchange, upon the application of the company, the trading of the company’s shares will resume from the opening of the market on November 25, 2021.
4. On November 27, 2021, the company issued Anhui Xinli Finance Co.Ltd(600318) announcement on abnormal fluctuations in stock trading; On November 30, Anhui Xinli Finance Co.Ltd(600318) stock trading risk warning announcement was issued; On December 1, Anhui Xinli Finance Co.Ltd(600318) announcement on abnormal fluctuations in stock trading was issued.
5. On December 11, 2021, the company issued the plan for Anhui Xinli Finance Co.Ltd(600318) major asset replacement and issuance of shares to purchase assets and raise supporting funds and related party transactions (Revised Draft), and the reply to the inquiry letter on restructuring matters and the supervision letter.
6. On December 18, 2021, the company issued Anhui Xinli Finance Co.Ltd(600318) announcement on abnormal fluctuations in stock trading.
7. On December 25, 2021, the company issued Anhui Xinli Finance Co.Ltd(600318) announcement on the progress of major asset restructuring; On January 25, 2022, the company issued Anhui Xinli Finance Co.Ltd(600318) announcement on the progress of major asset restructuring.
8. After the company’s self-examination and sent a letter to the controlling shareholder and actual controller, the controlling shareholder and actual controller are currently coordinating with relevant parties to promote this major asset restructuring and actively promote the implementation of bick power battery project in Anhui. Except for the major asset restructuring matters being planned by the company, the controlling shareholders and actual controllers do not have any major information that should be disclosed but not disclosed in accordance with the stock listing rules of Shanghai Stock Exchange, and do not plan other major asset restructuring, share issuance, acquisition, debt restructuring, business restructuring, asset stripping, asset injection Share repurchase, equity incentive, bankruptcy reorganization, major business cooperation, introduction of strategic investors and other major issues.
(III) media reports, market rumors and hot concepts
After verification by the company, no media reports or market rumors requiring clarification or response were found, nor did the concept of market hot spots be involved.
(IV) other stock price sensitive information
1. On December 9, 2021, the company issued the announcement on the share reduction plan of Anhui Xinli Finance Co.Ltd(600318) shareholders. The shareholders Anhui Conch Cement Company Limited(600585) (hereinafter referred to as ” Anhui Conch Cement Company Limited(600585) “) holding more than 5% of the shares of the company intend to reduce the number of shares of the company by means of centralized competitive trading on Shanghai Stock Exchange within 3 months after 15 trading days from the date of the announcement, That is, not more than 1% of the total share capital of the company.
As of November 2022, the company’s share reduction announcement has been issued through the centralized share bidding, accounting for 5850% of the company’s total share capital by 2015.
On February 24, 2022, the company issued the announcement on the results of Anhui Xinli Finance Co.Ltd(600318) shareholders’ reduction of shares through centralized bidding. As of February 23, 2022, Anhui Conch Cement Company Limited(600585) has reduced 5127150 shares of the company through centralized bidding, accounting for 1% of the total share capital of the company. As of the date of this announcement, the reduction plan has been implemented.
2. On January 29, 2021, the company issued the announcement of Anhui Xinli Finance Co.Ltd(600318) 2021 annual performance loss forecast. It is estimated that the net profit attributable to the shareholders of the listed company will suffer a loss in 2021. According to the preliminary calculation of the company’s financial department, the net profit attributable to the shareholders of the listed company in 2021 is – 290 million yuan to – 340 million yuan.
3、 Board statement
The board of directors of the company confirms that, in addition to the above matters, the company has no matters that should be disclosed but not disclosed in accordance with the relevant provisions of the Listing Rules of Shanghai Stock Exchange or the planning, negotiation, intention and agreement related to such matters, and the board of directors has not been informed of the matters that should be disclosed but not disclosed in accordance with the relevant provisions Information that may have a great impact on the trading price of the company’s shares and their derivatives; The information disclosed by the company in the early stage does not need to be corrected or supplemented.
4、 Relevant risk tips
1. The daily closing price of the company’s shares deviated by more than 20% in three consecutive trading days on February 21, February 22 and February 23, 2022, and the short-term increase of A-share stock price was large. Please pay attention to investment risks and invest prudently.
2. On November 25, 2021, the company issued relevant announcements such as the plan for Anhui Xinli Finance Co.Ltd(600318) major asset replacement and issuance of shares to purchase assets and raise supporting funds and related party transactions, which described in detail the relevant risk factors involved in this major asset restructuring and the approval procedures to be performed.
On December 11, 2021, the company issued relevant announcements such as the plan for Anhui Xinli Finance Co.Ltd(600318) major asset replacement and issuance of shares to purchase assets and raise supporting funds and related party transactions (Revised Draft), which further supplemented the risks related to this major asset restructuring.
The parties involved in this reorganization have the risk of being filed for investigation due to suspected insider trading, resulting in the potential risk of suspension, termination or cancellation of this reorganization. Meanwhile, in the process of promoting the implementation of BIC power battery project in Anhui, the company is concerned about the recent sharp rise in share price, and the company will continue to cooperate with the competent authorities in relevant verification. In addition, the relevant announcements fully remind the parties to the reorganization that they may not be able to reach an agreement on the valuation, the pledge or freezing of assets to be placed cannot be lifted, the subject company involved in the reorganization has continuous losses, pending litigation and other related risks. As of the date of this announcement, the audit, evaluation and due diligence related to this transaction have not been completed.
3. The company solemnly reminds investors that the company’s information can be found on the website of Shanghai Stock Exchange (www.sse. Com. CN.) And the relevant announcements published in the legal information disclosure media Shanghai Securities News, securities times and China Securities News shall prevail.
The company will conscientiously perform the obligation of information disclosure and do a good job of information disclosure in a timely manner in strict accordance with the provisions and requirements of relevant laws and regulations. Please invest rationally and pay attention to risks.
It is hereby announced.
Anhui Xinli Finance Co.Ltd(600318) board of directors February 24, 2022
