Securities code: 002618 securities abbreviation: * ST danbang Announcement No.: 2021-121 Shenzhen Danbond Technology Co.Ltd(002618)
Pre disclosure announcement on the expiration of the controlling shareholder's share reduction plan and the passive share reduction plan
Shenzhen danbang Investment Group Co., Ltd., the controlling shareholder of the company, guarantees that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor.
1、 Implementation of share reduction plan
Shenzhen Danbond Technology Co.Ltd(002618) (hereinafter referred to as "the company") disclosed the announcement on the passive reduction of shares held by the controlling shareholder and the change of shareholding ratio by more than 1% and the pre disclosure of passive reduction (Announcement No.: 2021-069) on June 17, 2021. The controlling shareholder of the company is Shenzhen danbang Investment Group Co., Ltd. (hereinafter referred to as "danbang investment group" or "controlling shareholder") ）It is planned that within six months after 15 trading days from the date of disclosure of the above announcement, the number of shares reduced by means of centralized bidding transaction shall not exceed 10958400, that is, not more than 2% of the total number of shares of the company, and the total number of shares reduced shall not exceed 1% of the total number of shares of the company within 90 consecutive natural days; Within six months after three trading days from the date of disclosure of the above announcement, the number of shares reduced by block trading shall not exceed 21916800, that is, not more than 4% of the total number of shares of the company, and the total number of shares reduced shall not exceed 2% of the total number of shares of the company within any continuous 90 natural days.
On September 28, 2021, the company disclosed the announcement on the passive reduction of shares held by controlling shareholders and the change of shareholding ratio exceeding 1% (Announcement No.: 2021-100).
Recently, the company received the pre disclosure notification letter on the completion of passive share reduction plan and launching a new passive share reduction plan issued by danbang investment group. According to relevant regulations, the real-time progress of the passive share reduction plan of the above shareholders is announced as follows:
(i) Implementation progress of share reduction plan
1. Share reduction by shareholders
Number of shares to be reduced proportion of shares to be reduced amount of shares to be reduced shareholder name change method reduction period
Average price (10000 shares) (%) (10000 yuan)
Centralized bidding
2021/6/16-2021/12/232.841,092.871. 993105.01 transaction
Danbang investment
Block transactions - group
Judicial deduction 2021 / 9 / 23-1788.843 26-
Total -- 2881.715 26-
Note: the above reduction of shares comes from the shares issued before the initial public offering. (including initial public development)
Share distribution after issuing shares, conversion of capital reserve into share capital and share allotment).
（2） Shareholding of shareholders before and after passive reduction
Shares held before this reduction and shares held after this reduction
Name of shareholder nature of shares proportion of shares in total share capital proportion of shares in total share capital (10000 shares) (%) (10000 shares) (%)
The total number of shares held is 7846.259914 324,964.54989. 06
Danbang investment includes:
7,846.259914. 324,964.54989. 06 group shares with unlimited sales conditions
Shares with limited sales conditions 0000
Note: if there is any difference in the mantissa between the sum of partial total and each detailed number, it is caused by rounding.
（3） Other relevant instructions
1. The relevant parties of this reduction strictly abide by the securities law, the stock listing rules of Shenzhen Stock Exchange
Guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, guidelines for the reduction of shares held by shareholders, directors, supervisors and senior executives of listed companies
Several provisions on reducing shareholding of shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange
Implementation rules and other laws, regulations and normative documents, and timely perform the obligation of information disclosure;
2. The share reduction plan of the above shareholders has been pre disclosed in accordance with relevant regulations. As of the date of this announcement,
The reduction of shares is consistent with the disclosed reduction plan and commitments, and the actual number of shares reduced does not exceed the number of shares reduced;
3. During the period from June 16, 2021 to December 23, 2021, danbang investment group was repeatedly closed by Northeast Securities Co.Ltd(000686) through centralized bidding transaction and China Merchants Bank Co.Ltd(600036) Shenzhen Branch applied for enforcement. 28817101 shares passively reduced, accounting for 5.26% of the total share capital of the company, including 10928700 shares passively reduced by centralized bidding transaction (accounting for 1.99% of the total share capital of the company), and 17888401 shares deducted by judicial transfer (accounting for 3.26% of the total share capital of the company);
4. Danbang Investment Group has not made any commitment to the minimum reduction price;
5. Danbang investment group is the controlling shareholder of the company. This passive reduction will not lead to the change of control of the listed company. In view of the high pledge proportion of danbang investment group, the number of pledged / frozen shares is 36011998, accounting for 72.54% of the company's shares. At the same time, there are lawsuits caused by providing joint and several guarantees for the overdue debts of the company, which does not rule out the possibility of subsequent judicial auction or transfer. If the shares of the company held by the controlling shareholder are continuously auctioned and deducted, the actual controller of the company may change.
2、 Pre disclosure of passive reduction
According to the pre disclosure notification letter on the completion of passive reduction plan and launching a new passive reduction plan received by the company from the controlling shareholder Shenzhen danbang Investment Group Co., Ltd. (hereinafter referred to as "danbang investment group" or "controlling shareholder"), because Shenzhen Danbond Technology Co.Ltd(002618) controlling shareholder danbang Investment Group signed the margin trading business contract with Northeast Securities Co.Ltd(000686) , danbang investment group transferred 30 million shares of the company's shares to its credit transaction guarantee securities account opened in Northeast Securities Co.Ltd(000686) . As the collateral of the margin trading business carried out by danbang investment group is lower than the maintenance proportion, Northeast Securities Co.Ltd(000686) plans to dispose of some of the company's shares held by danbang investment group through centralized bidding. The relevant matters are hereby announced as follows:
(i) Basic information of shareholders
1. Name of shareholder: Shenzhen danbang Investment Group Co., Ltd
2. Shareholding of shareholders: as of the disclosure date of this announcement, danbang investment group holds 49645498 shares of the company's tradable shares without sale conditions, accounting for 9.06% of the company's total share capital.
（2） Main contents of this reduction plan
1. Reason for reduction: Northeast Securities Co.Ltd(000686) pledge financing dispute
2. Source of shares: shares held before the initial public offering (including shares given after the initial public offering, conversion of capital reserve into share capital and share allotment).
3. Number and proportion of shares to be reduced: the number of shares to be reduced through centralized bidding transaction shall not exceed 5479200 shares, that is, not more than 1% of the total number of shares of the company, and the total number of shares to be reduced shall not exceed 1% of the total number of shares of the company within any continuous 90 natural days.
4. Reduction method: it is proposed to adopt centralized bidding, which depends on the actual situation.
5. Reduction period: the reduction period through centralized bidding is within six months after 15 trading days from the date of disclosure of this announcement. According to the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, no reduction shall be made during the period when reduction is prohibited.
6. The price range to be reduced: determined according to the market price.
7. The proposed reduction is consistent with the commitments and intentions previously disclosed by danbang investment group.
At the time of initial public offering, danbang investment group promised not to transfer or entrust others to manage the company's shares held before the issuance, nor to repurchase its shares by the company within 36 months from the date of listing of the company's shares (i.e. from September 20, 2011 to September 19, 2014). On July 10, 2015, danbang investment group issued the announcement on maintaining the stability of the company's share price China promises not to reduce its shares in the company through the secondary market in the next six months (i.e. July 10, 2015 - January 10, 2016).
As of the date of this announcement, the above commitments have been fulfilled and there has been no violation of the above commitments.
（3） Relevant tips
1. The share reduction plan is a passive reduction. The pledgee shall decide whether to implement the share reduction plan according to the market conditions, the company's share price and other conditions. There is still uncertainty about the specific reduction time, quantity, price and whether it is fully implemented. The company will continue to pay attention to the subsequent changes of the company's shares held by danbang investment group and urge it to timely Perform the obligation of information disclosure according to law;
2. This passive reduction will not lead to the change of the company's control, and has no direct impact on the company's governance structure and sustainable operation. In view of the high pledge proportion of danbang investment group, the number of pledged / frozen shares is 36011998, accounting for 72.54% of the company's shares. At the same time, there are lawsuits caused by providing joint and several guarantees for the overdue debts of the company, which does not rule out the possibility of subsequent judicial auction or transfer. If the shares of the company held by the controlling shareholder are continuously auctioned or deducted, the control right of the company may change;
3. The reduction plan does not violate the securities law, the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, several provisions on the reduction of shares by major shareholders and directors, supervisors and senior managers of listed companies, and the implementation rules for the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange Regulations and normative documents;
4. During the implementation of this share reduction plan, the board of directors of the company will urge danbang investment group to strictly abide by relevant laws, regulations and normative documents, and timely fulfill the obligation of information disclosure. Please invest rationally and pay attention to investment risks.
3、 Documents for future reference
Pre disclosure notification letter on early termination of passive reduction plan and initiation of new passive reduction plan issued by Shenzhen danbang Investment Group Co., Ltd.
It is hereby announced.
Shenzhen Danbond Technology Co.Ltd(002618) board of directors December 24, 2021
