Securities code: Huaxin Cement Co.Ltd(600801) , 900933 securities abbreviation: Huaxin Cement Co.Ltd(600801) , Huaxin B-share Announcement No.: 2022007 Huaxin Cement Co.Ltd(600801)
Announcement on the reporting of B-share cash options listed and traded on the main board of the stock exchange of Hong Kong Limited by way of introduction at the place of conversion and listing of domestic listed foreign shares
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:
Huaxin Cement Co.Ltd(600801) (hereinafter referred to as “the company”) held the fifth extraordinary general meeting of shareholders in 2021 on September 13, 2021, deliberated and approved the proposal on the scheme of converting domestic listed foreign shares of Huaxin Cement Co.Ltd(600801) shares Co., Ltd. into listing places and listing them on the main board of the stock exchange of Hong Kong Limited by means of introduction, and other relevant proposals. The company has received the reply on approving Huaxin Cement Co.Ltd(600801) to be listed on the main board of Hong Kong Stock Exchange (zjxk [2021] No. 4054) from China Securities Regulatory Commission on December 27, 2021, approving the listing of domestic listed foreign shares on the main board of Hong Kong Stock Exchange (hereinafter referred to as “B to H Project”), And received the letter passed by the Listing Committee of the stock exchange of Hong Kong on February 25, 2022. The company will provide a platform for all B-share shareholders to declare and implement their cash option through the trading system of Shanghai Stock Exchange. The relevant matters are hereby announced as follows:
On February 28, 2022, the closing price of B shares of the company was US $1.893/share, and the exercise price of cash option was US $1.945/share. The shareholders who declared to exercise cash option will obtain cash consideration at the exercise price of US $1.945/share. Please pay attention to the risks.
Investors who want to know the details of this b-to-h project should read the full text of the plan for the conversion of Huaxin Cement Co.Ltd(600801) domestic listed foreign shares to the main board of the stock exchange of Hong Kong Limited in the form of Introduction (Revised Version) announced by the company on August 28, 2021. Equity registration date: March 7, 2022.
Declaration subject: shareholders holding B shares of the company after the closing of the equity registration date.
Declaration time: morning of trading day from March 8, 2022 to March 10, 2022
9: 30-11:30, 1:00-3:00 p.m. the deadline for application is 3:00 p.m. on March 10, 2022.
Declaration Code: 706080
Declaration abbreviation: Huaxin cash
Declaration direction: Declaration of sales; “Declared purchase” is an invalid declaration; Within the validity period of the declaration, the declaration can be withdrawn on the same day and cannot be withdrawn from the next day.
Investors need to use the B-share securities account to declare the exercise of cash options through the trading system of Shanghai Stock Exchange.
If a B-share shareholder of a listed company sells its original shares, applies for cross-border custody transfer or other frozen or non trading transfer before and during the declaration of cash option, it shall be deemed as invalid declaration.
If the number of B shares declared to exercise the cash option exceeds 154408766 after the declaration of the exercise of the cash option is completed, or the cumulative shareholding of the top three public shares of B shares after the exercise exceeds 50% of the total public shares of B shares, such cash option cannot be implemented, and Huaxin B shares will continue to be traded in the B-share market of Shanghai Stock Exchange.
Foreign investors can transfer their shares to their existing or newly opened H-share accounts through cross-border custody transfer business to conduct H-share transactions directly. If investors really need to trade the converted H shares in China, they need to handle the designated trading of B-share securities account, but they can only sell one-way.
After the implementation of the cash option is completed and the number of overseas public share shareholders opening accounts in Hong Kong is determined to be no less than 300, the company will apply to the Shanghai stock exchange for the removal of B shares, and will be listed and traded on the main board of the Hong Kong Stock Exchange in the form of H shares after obtaining the formal approval letter from the Hong Kong stock exchange for the listing of the company’s H shares.
1、 Basic information of cash option declaration
1. Declaration subject
Shareholders holding B shares of the company after the closing of the stock market on the equity registration date (March 7, 2022). 2. Equity registration date for the implementation of the declared cash option: March 7, 2022
3. Declaration time:
From 9:30 a.m. to 11:30 p.m. and from 1:00 p.m. to 3:00 p.m. on the trading days from March 8, 2022 to March 10, 2022, the deadline for declaration is 3:00 p.m. on March 10, 2022, during which the trading of B shares of the company is suspended.
4. Declaration method: through the trading system of Shanghai Stock Exchange; The company does not provide on-site declaration.
5. Declaration Code: 706080
6. Huaxin cash declaration
7. Declaration direction: Declaration of sales.
8. Purchase price: US $1.945/share.
9. Declared quantity:
The number of shares declared to exercise the cash option shall not exceed 154408766.
The same stock account can be reported multiple times within the validity period of the report. The number of valid reports is the sum of the number of sales reported each time, but does not exceed the upper limit of the number of reports.
After the declaration of cash option exercise is completed, the cash option will not be implemented and B shares will continue to be traded in the B-share market of Shanghai Stock Exchange in case of one of the following circumstances: (1) the number of shares declared to exercise cash option exceeds 154408766, or the total number of shares held by the top three B-share public shareholders exceeds 50% of the public holding of B shares after the exercise, (2) The number of public shareholders in Hong Kong is less than 300.
10. The provider of cash option is conch International Holdings (Hong Kong) Limited; The shareholders exercise the cash option, which is equivalent to selling the shares to conch International Holdings (Hong Kong) Co., Ltd. at US $1.945/share. 2、 Concerns
(I) the direction of declaration can only be the declared sale, and the declared purchase is invalid; Within the validity period of the declaration, the declaration can be withdrawn on the same day and cannot be withdrawn from the next day.
(II) shareholders shall negotiate with the pledgee or the judicial authority to lift the pledge or judicial freeze before reporting; If there are still pledged or judicial frozen shares at the time of liquidation, the declaration of cash option is invalid.
(III) for the shares in the same account, the shareholders can partially declare the sale.
(IV) the company shall publish a suggestive announcement on the exercise of cash option on the first day and deadline of cash option declaration.
(V) if a B-share shareholder of a listed company sells its original shares, applies for cross-border custody transfer or other frozen or non trading transfer before and during the reporting period of cash option, it shall be deemed as invalid reporting.
(VI) if the number of B shares declared to exercise the cash option exceeds 154408766 after the declaration of the exercise of the cash option is completed, or the cumulative shareholding of the top three public shares of B shares after the exercise exceeds 50% of the total public shares of B shares, such cash option cannot be implemented, and Huaxin B shares will continue to be traded in the B-share market of Shanghai Stock Exchange.
3、 Expenses
When the applicant and provider of cash option go through the subsequent share transfer registration procedures, the tax items and standards involved shall be implemented with reference to the B-share transaction.
4、 Contact person and contact information
Applicant: Huaxin Cement Co.Ltd(600801)
Address: No. 600, East Daqi Avenue, Huangshi City, Hubei Province
Contact: Wang Lu, Wu Xin
Tel: 02787773898
Fax: 02787773992
5、 Follow up matters
1. After the expiration of the validity of this declaration, the company will issue a separate announcement of the declaration results, asking investors to pay attention to the arrival date of funds.
2. After the expiration of the declaration of cash option, the company shall check the declaration results and eliminate the invalid declaration. 3. If the number of B shares declared to exercise the cash option exceeds 154408766 after the declaration of the exercise of the cash option is completed, or the cumulative shareholding of the top three public shares of B shares after the exercise exceeds 50% of the total public shares of B shares, such cash option cannot be implemented, and Huaxin B shares will continue to be traded in the B-share market of Shanghai Stock Exchange.
4. After the implementation of the cash option is completed and the number of overseas public share shareholders opening accounts in Hong Kong is determined to be no less than 300, the company will apply to the Shanghai stock exchange for the removal of B shares, and will be listed and traded on the main board of the Hong Kong Stock Exchange in the form of H shares after obtaining the formal approval letter from the Hong Kong stock exchange for the listing of the company’s H shares.
5. Implementation schedule of cash option (any subsequent changes will be announced separately)
Announcement on declaration of Huaxin B-share cash option on Monday, February 28, 2022
The last trading day before the suspension of Huaxin B shares on Wednesday, March 2, 2022
Starting date of continuous suspension of Huaxin B shares on Thursday, March 3, 2022
March 7, 2022 (Monday) Huaxin B-share cash option equity registration date
March 8, 2022 (Tuesday) to 2022 Huaxin B-share cash option reporting period
On trading days during March 10 (Thursday)
9:30-11:30 PM, 1:00-3:00 PM
Announcement on the declaration results of Huaxin B-share cash option on Friday, March 11, 2022
6. Foreign investors can transfer their shares to their existing or newly opened H-share accounts through cross-border custody transfer business to conduct H-share transactions directly. If there is a need for one-way trading of H shares in the designated account, the investor can only sell the H shares after one-way trading.
7. B shares of the company from
Since the opening of the market on March 3, 2022, trading has been suspended continuously. The last trading day of B shares of the company is March 2, 2022, the trading day before the suspension. Thereafter, the company’s B shares will enter the stage of exercise declaration, exercise liquidation and settlement, and will not be traded. If the number of B shares declared to exercise the cash option exceeds 154408766 after the declaration of the exercise of the cash option is completed, or the cumulative shareholding of the top three public shares of B shares after the exercise exceeds 50% of the total public shares of B shares, such cash option cannot be implemented, and Huaxin B shares will continue to be traded in the B-share market of Shanghai Stock Exchange. If after the implementation of the cash option is completed and the number of overseas public share shareholders opening accounts in Hong Kong is determined to be no less than 300, the company will apply to the Shanghai stock exchange for the removal of B shares, and will be listed and traded on the main board of the Hong Kong Stock Exchange in the form of H shares after obtaining the formal approval letter from the Hong Kong stock exchange for the listing of the company’s H shares. At present, the company has obtained the letter passed by the Listing Committee of the Hong Kong stock exchange, but it still needs to meet the listing conditions of the Hong Kong Stock Exchange after the hearing. Remind investors to pay attention to investment risks.
It is hereby announced.
Huaxin Cement Co.Ltd(600801) board of directors March 1, 2022
