Securities code: Sunresin New Materials Co.Ltd Xi’An(300487) securities abbreviation: Sunresin New Materials Co.Ltd Xi’An(300487) Announcement No.: 2022022 bond Code: 123027 bond abbreviation: Lanxiao convertible bond
Sunresin New Materials Co.Ltd Xi’An(300487)
Announcement on the price adjustment of convertible corporate bonds
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. Bond Code: 123027, bond abbreviation: Lanxiao convertible bond
2. Conversion price before adjustment: 29.02 yuan / share
3. Adjusted conversion price: 29.03 yuan / share
4. Effective date of share conversion price adjustment: March 3, 2022
1、 Relevant provisions on the price adjustment of convertible corporate bonds
Sunresin New Materials Co.Ltd Xi’An(300487) (hereinafter referred to as “the company”) publicly issued 3.4 million convertible corporate bonds (bond abbreviation: Lanxiao convertible bonds, bond Code: 123027) and listed on July 4, 2019. The company will enter the share conversion period from December 17, 2019, and the initial share conversion price is 29.59 yuan / share.
According to the prospectus for public offering of convertible corporate bonds on Sunresin New Materials Co.Ltd Xi’An(300487) gem and the relevant provisions of China Securities Regulatory Commission on the issuance of convertible corporate bonds, after this issuance, when the company distributes stock dividends, converts to share capital, issues new shares or allotments When the company’s shares are changed due to the distribution of cash dividends (excluding the increased share capital due to the conversion of convertible bonds into shares issued this time), the conversion price will be adjusted according to the following formula (keep two decimal places and round the last one):
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 is the conversion price before adjustment, n is the ratio of share giving or conversion to share capital, K is the ratio of additional shares or allotment, a is the price of additional shares or allotment, D is the cash dividend per share, and P1 is the conversion price after adjustment.
When the above shares and / or shareholders’ equity changes, the company will adjust the conversion price in turn, publish the announcement of the resolution of the board of directors on the information disclosure media of listed companies designated by the CSRC, and specify the date of conversion price adjustment, adjustment measures and the period of suspension of conversion (if necessary); When the adjustment date of the conversion price is on or after the application date for conversion of convertible 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 shareholders’ equity of the company’s shares, which may affect the creditor’s rights and interests of the holders of convertible bonds issued this time or the derivative rights and interests of convertible bonds, the company will be fair, just and The principle of fair protection of the rights and interests of the holders of the convertible bonds and the principle of full adjustment of the convertible bonds. The adjustment contents and operation methods of the conversion price will be formulated in accordance with the relevant national laws and regulations and the relevant provisions of the securities regulatory department at that time.
2、 Previous adjustment of share conversion price
1. The company held the 22nd Meeting of the third board of directors and the 16th meeting of the third board of supervisors, deliberated and approved the proposal on granting some reserved restricted shares to incentive objects, and agreed to grant 110000 restricted shares to an incentive object at the price of 16.35 yuan / share on July 16, 2019. The conversion price of “Lanxiao convertible bonds” is adjusted from the initial conversion price of 29.59 yuan / share to 29.58 yuan / share. The adjusted conversion price will take effect from October 28, 2019. For details, see the announcement on the price adjustment of convertible corporate bonds (Announcement No.: 2019108) issued by the company on cninfo.com.
2. The company implements the 2019 equity distribution plan, taking the total share capital on the equity registration date when the 2019 annual equity distribution plan is implemented as the base, and sends a cash dividend of 2.50 yuan (including tax) for every 10 shares. The conversion price of “Lanxiao convertible bonds” is adjusted to 29.33 yuan / share, and the adjusted conversion price will take effect from July 13, 2020 (ex right and ex interest date). For details, see the announcement on the price adjustment of convertible corporate bonds (Announcement No.: 2020059) issued by the company on cninfo.com.
3. As the company issued 5194410 shares to specific objects, after the issuance and listing of new shares, the total share capital of the company increased from 214574377 shares before the issuance to 219768787 shares. The conversion price of “Lanxiao convertible bonds” is adjusted to 29.22 yuan / share. The adjusted conversion price will take effect from March 24, 2021 (Announcement No.: 2021009). 4. The company implements the 2020 equity distribution plan, taking the total share capital on the equity registration date when the 2020 annual equity distribution plan is implemented as the base, and sends a cash dividend of 2.00 yuan (including tax) for every 10 shares. The conversion price of “Lanxiao convertible bonds” is adjusted to 29.02 yuan / share. The adjusted conversion price will take effect from June 24, 2021 (ex right and ex interest date) (Announcement No.: 2021054).
5. The Company repurchased and cancelled 111000 restricted shares granted to the original equity incentive object of the restricted stock incentive plan in 2019, and the shares of the company decreased accordingly. The conversion price of “Lanxiao convertible bonds” is adjusted to 29.03 yuan / share, and the adjusted conversion price will take effect from March 3, 2022.
3、 Reasons and results of stock conversion price adjustment
111000 restricted shares will be repurchased and cancelled this time. According to the issuance terms of the prospectus for public issuance of convertible corporate bonds on Sunresin New Materials Co.Ltd Xi’An(300487) gem and the relevant provisions of the CSRC on the issuance of convertible corporate bonds, the conversion price of “Lanxiao convertible bonds” will be adjusted accordingly:
Before the adjustment, the conversion price of the company’s convertible bonds was 29.02 yuan / share, and after the adjustment, the conversion price was P1 = (P0 + a) × k）/（1+k）=（29.02-12.50 × 0.05%) / (1-0.05%) = 29.03 yuan / share (keep two decimal places and round the last one). The adjusted conversion price is 29.03 yuan / share.
Therefore, the conversion price of “Lanxiao convertible bonds” is adjusted to 29.03 yuan / share, and the adjusted conversion price will take effect from March 3, 2022.
It is hereby announced.
Sunresin New Materials Co.Ltd Xi’An(300487) board of directors March 2, 2022
