Stock abbreviation: ST Yinyi Stock Code: Yinyi Co.Ltd(000981) Announcement No.: 2022009 Yinyi Co.Ltd(000981)
Announcement on abnormal fluctuation of stock trading
All members of the board of directors of the company guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Abnormal fluctuation of stock trading
Yinyi Co.Ltd(000981) (hereinafter referred to as “company” or “Yinyi shares”, stock abbreviation: Yinyi Co.Ltd(000981) , stock code: Yinyi Co.Ltd(000981) ) the closing price of the stock has fallen by more than 12% for three consecutive trading days (February 25, February 28 and March 1, 2022). According to the relevant provisions of the trading rules of Shenzhen Stock Exchange, it belongs to the situation of abnormal fluctuation of stock trading.
2、 Relevant information concerned and verified by the company
In view of the abnormal fluctuation of the company’s share price, the board of directors paid attention to, consulted, self examined and verified that: 1. On January 29, 2022, the company disclosed the performance forecast for 2021 (Announcement No.: 2022002). 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 expected to be a loss of 190 million yuan to 230 million yuan, Compared with the same period last year, it decreased by 74.71% – 111.50%. The final financial data will be disclosed in detail in the company’s 2021 annual report. Please pay attention to the investment risks.
2. On June 23, 2020, Ningbo intermediate people’s court ruled to accept the reorganization application for Yinyi shares, and the company officially entered the reorganization procedure. On December 11, 2020, the second creditors’ meeting and the investors’ group meeting of Yinyi shares voted and approved the Yinyi Co.Ltd(000981) reorganization plan (Draft) and the investor’s equity adjustment plan of Yinyi Co.Ltd(000981) reorganization plan (Draft). On the same day, the manager of the company signed the restructuring investment agreement with Jiaxing zihejinxin equity investment partnership (limited partnership) (hereinafter referred to as “zihejinxin”). On December 15, 2020, the company received the civil ruling made by Ningbo intermediate people’s Court (2020) zhe 02 Po No. 4, which ruled to approve the reorganization plan of Yinyi shares and terminate the reorganization procedure of Yinyi shares.
According to the arrangement of the reorganization plan, the company has implemented and completed the plan of converting the capital reserve into share capital in the reorganization plan. Since the conversion of capital reserve into share capital is an important part of the reorganization plan, which is different from dividend and share distribution in the general sense, the company adjusts the calculation formula of ex right reference price in accordance with article 4.4.2 of the trading rules of Shenzhen Stock Exchange (revised in March 2021). According to the calculation formula of the adjusted ex right reference price for the conversion of capital reserve into share capital, the ex right reference price of the company’s shares after the conversion of capital reserve into share capital is 2.10 yuan / share. For details, please refer to the risk warning announcement on the implementation of the conversion of capital reserve into share capital in the reorganization plan and the adjustment of the opening reference price on the first trading day after the implementation (Announcement No.: 2022004) disclosed by the company on February 16, 2022 and the risk warning announcement disclosed on February 21, 2022 Notice on ex right adjustment of opening reference price on the first trading day after the implementation of capital reserve converted into share capital (Announcement No.: 2022005).
3. At present, zihejinxin holds 2988200641 shares of the company, accounting for 29.89% of the total share capital of the company, becoming the controlling shareholder of the company; Mr. Ye Ji, the current chairman of Chiji Holding Group Co., Ltd., the executive partner of zihejinxin, became the actual controller of the company. For details, please refer to the suggestive announcement on changes in shareholders’ equity and changes in controlling shareholders and actual controllers (Announcement No.: 2022008) disclosed by the company on February 28, 2022.
4. On December 19, 2019, Ningbo intermediate people’s court ruled to accept the reorganization application of Ningbo Yinyi Holding Co., Ltd. (hereinafter referred to as “Yinyi holding”) and its parent company Yinyi Group Co., Ltd. (hereinafter referred to as “Yinyi group”), and Yinyi group and Yinyi holding officially entered the reorganization procedure. In July 2020, Ningbo intermediate people’s court ruled that 16 companies including Yinyi holdings and Yinyi group were merged and restructured (hereinafter referred to as the “merger and reorganization company”). On September 16, 2020, the merger and reorganization company published the announcement of the manager of Yinyi Group Co., Ltd. on the public recruitment and selection of reorganization investors on the national enterprise bankruptcy and reorganization case information website of the Supreme People’s court, announcing the matters related to the recruitment and selection of reorganization investors by the merger and reorganization company. At present, the relevant intended restructuring investors are conducting due diligence on the merger and reorganization company.
5. Recently, the company has no major unpublished information reported by public media that may or has had a great impact on the company’s stock trading price, and the company has no information disclosed in the early stage that needs to be corrected and supplemented.
6. The company’s recent business situation and internal and external business environment do not exist or are expected to change significantly. 7. Except for the above matters, the company, the controlling shareholder and the actual controller do not have any major matters that should be disclosed but not disclosed about the company, or major matters in the planning stage, and the controlling shareholder and the actual controller do not buy or sell the company’s shares during the abnormal fluctuation of shares.
3、 Whether there is a statement of material information that should be disclosed but not disclosed
After performing the verification procedures, the board of directors of the company confirmed that, in addition to the above matters, the company currently has no undisclosed matters that should be disclosed in accordance with the stock listing rules of Shenzhen Stock Exchange or planning, negotiation, intention, agreement, etc. related to the matters; The board of directors has not been informed that the company has undisclosed information that should be disclosed in accordance with the stock listing rules of Shenzhen Stock Exchange and has 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、 Risk tips
1. The court has ruled that the company terminates the reorganization procedure and enters the implementation stage of the reorganization plan. According to the relevant provisions of the enterprise bankruptcy law, if the company cannot or does not implement the reorganization plan during the implementation of the reorganization plan, the company will be declared bankrupt and liquidated by the court. If the company is declared bankrupt and liquidated by the court, the company’s shares will face the risk of delisting according to item (VI) of article 14.4.17 of the stock listing rules of Shenzhen Stock Exchange (revised in 2020).
2. As the net profit of the company before and after deducting non recurring profit and loss in three consecutive fiscal years in 2018, 2019 and 2020 is negative, the company’s shares are subject to “other risk warning” according to item (VI) of article 13.3 of the stock listing rules of Shenzhen Stock Exchange (Revised in 2020).
3. Yinyi holdings and its controlling shareholders (Ningbo Shengzhou Investment Co., Ltd., Xiong Jikai and Tibet Yinyi Investment Management Co., Ltd.) currently hold 28.64% of the company’s shares, which are important shareholders of the company. Yinyi holdings and its parent company Yinyi group entering the reorganization process may have an impact on the equity structure of the company.
The information disclosure media designated by the company are China Securities News, Shanghai Securities News, securities times, securities daily and cninfo（ http://www.cn.info.com.cn. ）, all information of the company is subject to the information published in the above designated media. Please make prudent decisions and pay attention to investment risks.
It is hereby announced.
Yinyi Co.Ltd(000981) board of directors
March 2, 2002
