603578: Zhejiang Three Stars New Materials Co.Ltd(603578) suggestive announcement on changes in equity of passive dilution of shareholding ratio of controlling shareholders and actual controllers

Securities code: 603578 securities abbreviation: Zhejiang Three Stars New Materials Co.Ltd(603578) Announcement No.: pro 2022-002 Zhejiang Three Stars New Materials Co.Ltd(603578)

On passive dilution of shareholding ratio of controlling shareholders and actual controllers

Suggestive announcement of changes in equity

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:

This equity change is mainly due to the conversion of the company’s convertible corporate bonds, resulting in the passive dilution of the shareholding ratio of the controlling shareholder and the actual controller, which does not touch the tender offer.

After this equity change, the controlling shareholders and actual controllers of the company are still Yang Min and Yang Ayong.

1、 Changes in equity this time

(i) Information disclosure obligor

Information discloser I

Yang Min: male, born in 1983, Chinese nationality, without the right of residence in other countries or regions. He is currently the chairman of the company, the controlling shareholder and actual controller of the company.

Information discloser II

Yang Ayong, male, born in 1955, Chinese nationality, has no right of abode in other countries or regions. He is currently the director and general manager of the company, the controlling shareholder and actual controller of the company.

(2) Changes in equity this time

Approved by the reply on approving Zhejiang Three Stars New Materials Co.Ltd(603578) public issuance of convertible corporate bonds (zjxk [2019] No. 358) of China Securities Regulatory Commission, Zhejiang Three Stars New Materials Co.Ltd(603578) (hereinafter referred to as “the company” or ” Zhejiang Three Stars New Materials Co.Ltd(603578) “) publicly issued 1915650 convertible corporate bonds on May 31, 2019, with a face value of 100 yuan each and a term of 6 years. With the consent of self regulatory decision [2019] No. 111 of Shanghai Stock Exchange, the company’s 191565000 yuan convertible corporate bonds will be listed and traded on Shanghai Stock Exchange from June 24, 2019, and the bonds are referred to as “Samsung convertible bonds”,

Bond code “113536”. Samsung convertible bonds can be converted into shares of the company from December 6, 2019.

From December 6, 2019 to July 23, 2020, “Samsung convertible bonds” has converted 2084863 shares in total, and the total number of shares of the company has increased from 89550000 to 91634863. The total shares of the company held by the controlling shareholder and actual controller Yang Min and Mr. Yang Ayong are still 56100000 shares, the shareholding ratio has decreased from 62.65% to 61.22%, and the passive dilution is 1.43%. For details, see Zhejiang Three Stars New Materials Co.Ltd(603578) suggestive announcement on changes in equity of passive dilution of shareholding ratio of controlling shareholders and actual controllers disclosed by the company in designated media on July 25, 2020 (Announcement No.: pro 2020-075).

From July 24, 2020 to December 22, 2021, “Samsung convertible bonds” converted 2866111 shares in total. During this period, the Company repurchased and cancelled a total of 28000 shares that had been granted but had not been lifted. At the same time, the company implemented the profit distribution plan for 2020 and increased 0.4 shares per share to all shareholders with capital reserve, totaling 36684222 shares (the implementation of equity distribution does not affect the shareholding ratio). To sum up, the total number of shares of the company increased from 91634863 shares to 131157196 shares, and the total shares of the company held by the controlling shareholder and actual controller Yang Min and Mr. Yang Ayong increased to 78540000 shares, the shareholding ratio decreased from 61.22% to 59.88%, and the passive dilution was 1.34%. For details, see Zhejiang Three Stars New Materials Co.Ltd(603578) suggestive announcement on changes in equity of passive dilution of shareholding ratio of controlling shareholders and actual controllers disclosed by the company in designated media on December 24, 2021 (Announcement No.: p.2021-107).

From December 23, 2021 to December 27, 2021, “Samsung convertible bonds” converted 2359226 shares in total, and the total number of shares of the company increased from 131157196 shares to 133516422 shares. The total shares of the company held by the controlling shareholder and actual controller Yang Min and Mr. Yang Ayong remained 78540000 shares, the shareholding ratio decreased from 59.88% to 58.82%, and the passive dilution was 1.06%. For details, see Zhejiang Three Stars New Materials Co.Ltd(603578) suggestive announcement on changes in equity of passive dilution of shareholding ratio of controlling shareholders and actual controllers disclosed by the company in designated media on December 29, 2021 (Announcement No.: p.2021-116). From December 28, 2021 to December 29, 2021, “Samsung convertible bonds” has converted 3033113 shares in total, and the total number of shares of the company has increased from 133516422 to 136549535. The total shares of the company held by the controlling shareholder and actual controller Yang Min and Mr. Yang Ayong are still 78540000 shares, the shareholding ratio has decreased from 58.82% to 57.52%, and the passive dilution is 1.3%. See details in December 2021

On Zhejiang Three Stars New Materials Co.Ltd(603578) about controlling shareholders and actual controlling shareholders disclosed in the designated media on December 31

Suggestive announcement on equity change of passive dilution of shareholding ratio of the maker (Announcement No.: p.2021-122).

On December 30, 2021, “Samsung convertible bonds” converted 2526977 shares in total, representing the total number of shares of the company

From 136549535 shares to 139076512 shares, the controlling shareholders and actual controllers of the company are Yang Min and Yang a

The total shares of the company held by Mr. Yong and Mr. Yong were still 78540000 shares, and the shareholding ratio decreased from 57.52% to

56.47%, passive dilution 1.05%.

2、 Situation before and after this equity change

Before and after the current equity change of shareholders

Name change shareholding quantity total share capital in total share capital shareholding quantity total share capital in total share method (share) (share) proportion (share) (share) this proportion

Yang Min’s convertible company 4313220 13654953531.59% 4313220 13907651231.01% bonds were converted into shares, resulting in

Controlling shareholders and actual shareholders

Shareholding ratio of Yang Ayong controller 35407680 13654953525.93% 13907651225.46% passive dilution

Total 78540000 13654953557.52% 13907651256.47%

Note: if there is any difference in the mantissa between the sum of some total figures and each detailed figure in the above table, it is caused by the rounding of the above percentage results.

The data before this equity change is the data on December 29, 2021, and the data after this equity change is the data as of December 2021

30 day data.

3、 Other relevant instructions

1. This equity change is mainly due to the conversion of convertible corporate bonds of the company, resulting in the loss of controlling shareholders and actual controlling shareholders

The shareholding ratio of the maker is passively diluted and does not touch the tender offer.

2. After this equity change, the controlling shareholders and actual controllers of the company are still Yang Min and Yang Ayong.

It is hereby announced.

Zhejiang Three Stars New Materials Co.Ltd(603578) board of directors

January 4, 2022

 

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