Securities code: 002694 securities abbreviation: Goody Science & Technology Co.Ltd(002694) Announcement No.: 2021-033 Goody Science & Technology Co.Ltd(002694)
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.
Goody Science & Technology Co.Ltd(002694) (hereinafter referred to as " Goody Science & Technology Co.Ltd(002694) " and "the company") plans to issue no more than 165888000 shares in a non-public manner, which will not exceed 30% of the total share capital of the company before this issuance. The object of this non-public offering is Wanyang Group Co., Ltd. (hereinafter referred to as "wanyang group"), which plans to issue no more than 467804160.00 yuan (including) subscribe for the shares of this non-public offering.
After the completion of this non-public offering, wanyang group will become the controlling shareholder of the company and Su Xiaofeng will become the actual controller of the company. There is uncertainty about whether this equity change can be approved or approved by the competent department and when it will be finally approved or approved by the competent department.
1、 Basic information of this change of control
On December 29, 2021, Goody Science & Technology Co.Ltd(002694) (hereinafter referred to as " Goody Science & Technology Co.Ltd(002694) " and "the company") convened the 10th meeting of the 4th board of directors and the 9th meeting of the 4th board of supervisors, deliberated and adopted the proposal on the company's non-public stock development plan And other proposals, the pricing benchmark date of this non-public offering is the announcement date of the resolution of the 10th meeting of the Fourth Board of directors of the company, and the issuance price of this non-public offering is 2.82 yuan / share. The number of shares in this non-public offering shall not exceed 165888000, and the total amount of funds raised shall not exceed RMB 467804160.00. Meanwhile, Shanxi Shengnong Investment Co., Ltd. promises to give up the voting rights corresponding to 70447104 shares of listed companies held by wanyang group within 36 months from the date of successful issuance of non-public shares and during the period when wanyang group is the largest shareholder of Goody Science & Technology Co.Ltd(002694) .
After the completion of this non-public offering, wanyang group will hold 165888000 shares of the company, accounting for 23.08% of the total share capital of the company after this offering, and the proportion of shares with voting rights will reach 25.58%, becoming the controlling shareholder of the company, and Su Xiaofeng becoming the actual controller of the company.
Wanyang group will consolidate its control through, but not limited to, increased holdings in the secondary market, major asset restructuring and non-public offering.
2、 Basic information of subscribers
Company name: Wanyang Group Co., Ltd
Date of establishment: May 28, 2007
Registered address: No. 20, liming West Road, Wenzhou
Registered capital: 90 million yuan
Legal representative: Su Xiaozhong
Unified social credit Code: 913303006628606912
Business scope: industrial investment; Housing construction projects, highway projects, water conservancy and hydropower projects, municipal public works General contracting of tunnel and bridge works (operating with qualification certificate); professional contracting of earthwork works, building decoration works, landscaping works, steel structure works, electromechanical equipment installation works, sports facilities, building curtain wall works, foundation and foundation works (operating with qualification certificate); sales of building materials; primary Shenzhen Agricultural Products Group Co.Ltd(000061) production and sales.
3、 Main contents of Goody Science & Technology Co.Ltd(002694) 2021 non-public Development Bank A-share conditional effective share subscription contract, irrevocable commitment letter on abandoning voting rights and commitment letter on not seeking control of listed companies
The main contents of the Goody Science & Technology Co.Ltd(002694) 2021 conditional effective share subscription contract for non-public Development Bank A shares, the irrevocable letter of commitment to give up voting rights and the letter of commitment not to seek control of listed companies are detailed in the company's http://cninfo.com.cn on December 30, 2021（ http://www.cn.info.com..cn. ）The Goody Science & Technology Co.Ltd(002694) non public development bank stock plan disclosed.
4、 Source of funds of the subscriber
The subscription funds for this non-public offering of shares are the self owned funds or self raised funds of the subscription object.
5、 Procedures to be performed
(i) The general meeting of shareholders of the company deliberated and approved the specific scheme and related matters of this issuance.
（2） The non-public offering was approved by the CSRC.
It is hereby announced.
Goody Science & Technology Co.Ltd(002694) board of directors December 29, 2021
