Securities code: Hangzhou Zhongya Machinery Co.Ltd(300512) securities abbreviation: Hangzhou Zhongya Machinery Co.Ltd(300512) Announcement No.: 2022022 Hangzhou Zhongya Machinery Co.Ltd(300512)
Announcement on the progress of repurchasing shares of the company
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.
Hangzhou Zhongya Machinery Co.Ltd(300512) (hereinafter referred to as “the company”) convened the 36th meeting of the third board of directors and the 35th meeting of the third board of supervisors on May 11, 2021, deliberated and adopted the proposal on share repurchase scheme of the company. It is agreed that the company will use its own funds or self raised funds to repurchase part of the company’s social public shares in the form of centralized bidding transaction, which will be used for the stock source of follow-up equity incentive / employee stock ownership plan and for the conversion of convertible corporate bonds issued by listed companies. The share repurchase fund is no less than RMB 40 million and no more than RMB 80 million (both inclusive). The share repurchase price is no more than RMB 15 / share (inclusive). It is estimated that the number of shares that can be repurchased is about 2666667 to 5333333, accounting for about 0.97% to 1.95% of the current total share capital of the company. The total amount, quantity and proportion in the total share capital of the shares to be repurchased shall be subject to the actual repurchase quantity at the expiration of the repurchase period. The implementation period of this share repurchase shall not exceed 12 months from the date when the board of directors of the company deliberates and approves the share repurchase plan. For details, see the announcement on share repurchase plan of the company disclosed on cninfo.com on May 12, 2021 and the repurchase report disclosed on cninfo.com on May 14, 2021.
On July 15, 2021, the annual equity distribution of the company in 2020 was completed. Based on the total existing share capital of 273540000 shares of the company and 272953300 shares excluding 586700 repurchased shares, RMB 0400859 (including tax) was distributed to all shareholders for every 10 shares. The upper limit of share repurchase price shall be adjusted from no more than 15 yuan / share (including this number) to no more than 14.96 yuan / share (including this number). After adjusting the price ceiling, it is estimated that the number of shares to be repurchased is about 2673797, accounting for about 0.98% of the current total share capital of the company, based on the upper limit of repurchase price of 14.96 yuan / share and the lower limit of repurchase amount of 40 million yuan. According to the calculation of the upper limit of share repurchase price of 14.96 yuan / share and the upper limit of repurchase amount of 80 million yuan, the number of shares repurchased is expected to be about 5347593 shares, accounting for about 1.95% of the current total share capital of the company. The specific repurchase quantity shall be subject to the actual repurchase quantity at the end of the repurchase. For details, see the announcement on the implementation of annual equity distribution in 2020 disclosed by the company on cninfo.com on July 8, 2021.
On October 20, 2021, the equity distribution of the company for the half year of 2021 was completed. Based on the existing total share capital of 273540000 shares and 272953300 shares excluding 586700 repurchased shares, the company distributed 0550000 yuan (including tax) to all shareholders for every 10 shares. The upper limit of share repurchase price shall be adjusted from no more than 14.96 yuan / share (including this number) to no more than 14.91 yuan / share (including this number). After adjusting the upper price limit, it is estimated that the number of shares repurchased is about 2682763, accounting for about 0.98% of the current total share capital of the company, based on the upper price limit of 14.91 yuan / share and the lower repurchase amount of 40 million yuan. According to the calculation of the upper limit of share repurchase price of 14.91 yuan / share and the upper limit of repurchase amount of 80 million yuan, the number of shares repurchased is expected to be about 5365526 shares, accounting for about 1.96% of the current total share capital of the company. The specific repurchase quantity shall be subject to the actual repurchase quantity at the end of the repurchase. For details, see the announcement on the implementation of equity distribution in the half year of 2021 disclosed by the company on cninfo.com on October 13, 2021.
On May 14, 2021, the company implemented the repurchase plan in the form of centralized bidding transaction through the special securities account for repurchase for the first time. For details, see the announcement on initial repurchase of company shares disclosed by the company on cninfo.com on May 15, 2021.
On June 1, 2021, July 2, 2021, August 3, 2021, September 2, 2021, October 1, 2021, November 2, 2021, December 1, 2021, January 4, 2022 and February 8, 2022, the company disclosed the progress announcement on repurchasing the company’s shares on cninfo.com respectively.
In accordance with the rules on share repurchase of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 9 – repurchase of shares (hereinafter referred to as the “No. 9 regulatory guidelines”) and other relevant provisions, during the repurchase period, the company shall disclose the repurchase progress as of the end of last month within the first three trading days of each month. The relevant information is hereby announced as follows:
1、 Progress in repurchasing shares of the company
As of February 28, 2022, the company has repurchased 621300 shares of the company through the special securities account for stock repurchase through centralized bidding transaction, accounting for 0.23% of the total share capital of the company. The maximum transaction price is 14.73 yuan / share, the minimum transaction price is 12.32 yuan / share, and the total transaction amount is 799089700 yuan (excluding transaction costs).
The capital source of this share repurchase is the company’s own funds, and the repurchase price does not exceed the upper limit of the price proposed in the repurchase plan. This repurchase meets the requirements of the company’s share repurchase plan and relevant laws and regulations.
2、 Other instructions
(I) the time of the company’s first share repurchase, the number of shares repurchased, the price of shares repurchased and the entrusted period of centralized bidding transaction comply with the relevant provisions of Articles 17, 18 and 19 of the No. 9 regulatory guidelines. 1. The company did not repurchase shares during the following periods:
(1) If the announcement date is delayed due to special reasons within 10 trading days before the announcement of the company’s annual report and semi annual report, it shall be calculated from the 10 trading days before the original scheduled announcement date;
(2) Within ten trading days before the announcement of the company’s quarterly report, performance forecast and performance express;
(3) From the date of occurrence of major events that may have a significant impact on the trading price of the company’s shares or in the process of decision-making to the date of disclosure according to law;
(4) Other circumstances prescribed by the CSRC.
2. The cumulative trading volume of the company’s shares in the five trading days before the date of the company’s first share repurchase (May 14, 2021) was 8023500 shares. The number of shares repurchased by the company every five trading days does not exceed 25% (i.e. 2005875 shares) of the cumulative trading volume of the company’s shares in the five trading days before the date of the first repurchase of shares.
3. The repurchase of shares by the company meets the following requirements:
(1) The entrustment price shall not be the price limited by the trading increase of the company’s shares on the same day;
(2) No entrustment of share repurchase shall be made within the opening call auction of Shenzhen Stock Exchange, half an hour before the closing and within the trading day when the stock price has no limit on rise or fall;
(3) Other requirements stipulated by the CSRC and Shenzhen Stock Exchange.
(II) the company will continue to implement the repurchase plan during the repurchase period according to the market conditions, and will strictly perform the obligation of information disclosure according to the requirements of relevant laws, regulations and normative documents during the repurchase period. Please pay attention to the investment risks.
It is hereby announced.
Hangzhou Zhongya Machinery Co.Ltd(300512) board of directors
March 1, 2022
