Securities code: Wens Foodstuff Group Co.Ltd(300498) securities abbreviation: Wens Foodstuff Group Co.Ltd(300498) Announcement No.: 202213 bond Code: 123107 bond abbreviation: Wen’s convertible bonds
Wens Foodstuff Group Co.Ltd(300498)
Gem issues convertible corporate bonds to unspecified objects
2022 interest payment announcement
The company and all members of the board of directors guarantee that the contents of this announcement are true, accurate and complete without false records, misleading statements or major omissions.
Important content tips:
1. “Wen’s convertible bonds” will pay the first year’s interest at face value on March 29, 2022, and the interest of every 10 “Wen’s convertible bonds” (face value 100000 yuan) is 2.00 yuan (including tax).
2. Creditor’s right registration date: March 28, 2022.
3. Interest payment date: March 29, 2022.
4. Ex dividend date: March 29, 2022.
5. The coupon rate of “Wen’s convertible bonds”: 0.2% in the first year, 0.5% in the second year, 1.0% in the third year, 1.5% in the fourth year, 1.8% in the fifth year and 2.0% in the sixth year.
6. For the bonds held by investors on the 28th day of February 2023, the interest paid before the registration date of February 2023 is the date of February 2023. Investors who sell the bonds on March 28, 2022 do not enjoy the interest distributed this time.
7. The value date of the next interest payment period: March 29, 2022.
Wens Foodstuff Group Co.Ltd(300498) (hereinafter referred to as “the company and the issuer”) issued 92.97 million convertible corporate bonds (bonds referred to as “Wen’s convertible bonds”, bond code “123107”, hereinafter referred to as “Wen’s convertible bonds” or “convertible bonds”) to unspecified objects on March 29, 2021. According to the relevant provisions of the prospectus for the issuance of convertible corporate bonds by Wens Foodstuff Group Co.Ltd(300498) gem to unspecified objects (hereinafter referred to as the “prospectus”), the interest shall be paid once a year within the interest period of the “Wen’s convertible bonds”. Now the interest payment matters of the “Wen’s convertible bonds” from March 29, 2021 to March 28, 2022 are announced as follows:
1、 Basic information of Wen’s convertible bonds
1. Convertible corporate bonds: Wen’s convertible bonds.
2. Convertible corporate bond Code: 123107.
3. Issuance of convertible corporate bonds: 92.97 million yuan (92.97 million pieces).
4. Listing volume of convertible corporate bonds: 92.97 million yuan (92.97 million pieces).
5. Listing time of convertible corporate bonds: April 21, 2021.
6. The starting and ending date of the existence of convertible corporate bonds: March 29, 2021 to March 28, 2027.
7. The start and end date of the convertible corporate bonds conversion period: October 8, 2021 to March 28, 2027.
8. Bond interest: 0.2% in the first year, 0.5% in the second year, 1.0% in the third year, 1.5% in the fourth year, 1.8% in the fifth year and 2.0% in the sixth year.
9. Term and method of interest payment:
(1) Interest calculation in interest year
The interest in the interest bearing year (hereinafter referred to as “annual interest”) refers to the current interest that the holder of this convertible bond can enjoy for each full year from the first day of this convertible bond issuance according to the total face value of this convertible bond.
The calculation formula of annual interest is: I = B × i
1: Refers to the annual interest amount;
B: Refers to the total face value of this convertible bond held by the holder of this convertible bond on the registration date of interest payment creditor’s rights in the interest bearing year (hereinafter referred to as “current year” or “each year”);
i: Refers to the coupon rate of this convertible bond in the current year.
(2) Interest payment method
① This convertible bond adopts the interest payment method of paying interest once a year, and the starting date of interest calculation is the first day of this convertible bond issuance (March 29, 2021, t day).
② Interest payment date: the interest payment date of each year is the date of each full year from the first day of this convertible bond issuance, that is, March 29 of each year. If the day is a legal holiday or rest day, it shall be postponed to the next trading day without additional interest. The interest year is between two adjacent interest payment days.
③ Interest payment creditor’s right registration date: the interest payment creditor’s right registration date of each year is the trading day before the interest payment date of each year. The company will pay the interest of the current year within five trading days after the interest payment date of each year. For the convertible bonds applied for conversion into the company’s shares before the registration date of interest payment creditor’s rights (including the registration date of interest payment creditor’s rights), the company will no longer pay the interest of the current interest year and subsequent interest years to its holders.
④ The tax payable on the interest income obtained by the convertible bond holder shall be borne by the holder.
10. Registration and settlement institution: Shenzhen Branch of China Securities Depository and Clearing Corporation Limited (hereinafter referred to as “Shenzhen Branch of China Securities Depository and Clearing Corporation”).
11. Sponsor and lead underwriter: China International Capital Corporation Limited(601995) .
12. Guarantee of convertible corporate bonds: the convertible corporate bonds issued this time do not provide guarantee. 13. Credit rating and credit rating agency of convertible corporate bonds: the issuer employs united credit rating Co., Ltd. (hereinafter referred to as “united credit”) as the credit rating agency for the issuance of convertible bonds.
According to the credit rating report of Wens Foodstuff Group Co.Ltd(300498) gem issuing convertible corporate bonds to unspecified objects (United [2020] No. 4914) and the 2021 follow-up rating report of Wens Foodstuff Group Co.Ltd(300498) public issuance of convertible corporate bonds (United [2021] No. 4527) issued by united credit, the issuer’s main credit rating is AAA, the rating outlook is stable, and the credit rating of this convertible bond is AAA.
2、 This interest payment scheme
According to the provisions of the prospectus, this period is the first year of interest payment of “Wen’s convertible bonds”, the interest period is from March 29, 2021 to March 28, 2022, and the coupon rate is 0.2%, that is, the interest paid for every 10 “Wen’s convertible bonds” (face value 100000 yuan) is RMB 2.00 (including tax).
For individual investors holding “Wen’s convertible bonds” and bondholders of securities investment funds, the interest income tax shall be withheld and paid by cashing and distribution institutions such as securities companies at the tax rate of 20%. The company will not withhold and pay the income tax. The actual interest distributed for every 10 bonds is RMB 1.60; For qualified foreign investors (QFII and rqfii) holding “Wen’s convertible bonds”, according to the announcement on the continuation of enterprise income tax and value-added tax policies for overseas institutions investing in domestic bond market (Announcement No. 34, 2021 of the State Administration of Taxation of the Ministry of Finance), the enterprise income tax and value-added tax will be exempted temporarily, and the company will distribute interest of RMB 2.00 for every 10 bonds; For other bondholders holding “Wen’s convertible bonds”, the company will not withhold and pay income tax. The interest distributed for every 10 bonds is RMB 2.00, and other bondholders will pay bond interest income tax by themselves.
3、 Registration date, ex dividend date and interest payment date of this interest payment creditor’s right
According to the relevant provisions of the prospectus and the announcement on the listing of convertible corporate bonds issued by Wens Foodstuff Group Co.Ltd(300498) gem to unspecified objects, the creditor’s right registration date, ex dividend date and interest payment date of this convertible bond interest payment are as follows:
1. Creditor’s right registration date: March 28, 2022.
2. Ex dividend date: March 29, 2022.
3. Interest payment date: March 29, 2022.
4、 Object of this interest payment
The object of this interest payment is all holders of “Wen’s convertible bonds” registered in China Clearing Shenzhen Branch after the closing of Shenzhen Stock Exchange on March 28, 2022 (the date is the creditor’s rights registration date).
5、 Interest payment method
The company will entrust CSDCC Shenzhen Branch to make this interest payment and transfer the funds for interest payment to the bank account designated by CSDCC Shenzhen Branch. After receiving the payment, CSDCC Shenzhen Branch will transfer the interest of “Wen’s convertible bonds” to the corresponding interest payment network through the capital settlement system (the business department of the securities company designated by the bondholder or other institutions recognized by CSDCC Shenzhen Branch).
6、 Notes on bond interest income tax
1. Notes on individual payment of corporate bond interest income tax
According to the individual income tax law of the people’s Republic of China and other relevant tax regulations and documents, the bondholders of individual bonds (including securities investment funds) shall pay individual income tax on the interest of corporate bonds, and the tax rate is 20% of the interest amount. According to the notice of the State Administration of Taxation on strengthening the withholding and payment of individual income tax on corporate bond interest (Guo Shui Han [2003] No. 612), the individual income tax on bond interest of this period is uniformly withheld and paid by all interest payment outlets when paying interest to bondholders and stored locally. 2. Explanation of non resident enterprises paying corporate bond interest income tax
According to the announcement on the continuation of the enterprise income tax and value-added tax policies for overseas institutions investing in the domestic bond market (Announcement No. 34, 2021 of the State Administration of Taxation of the Ministry of Finance), the bond interest income obtained by overseas institutions investing in the domestic bond market will be exempted from enterprise income tax and value-added tax from November 7, 2021 to December 31, 2025. The scope of the above temporary exemption from enterprise income tax does not include the bond interest actually connected with the institutions and sites established by overseas institutions in China.
3. Notes on other bondholders’ payment of corporate bond interest income tax
The bond interest income tax of other bondholders shall be paid by themselves.
7、 Relevant institutions and contact information
Contact address: No. 9, Dongdi North Road, Xincheng Town, Xinxing County, Yunfu City, Guangdong Province
Contact: Li Weizhao Tel.: 07662929231 Fax: 07662291818 postal code: 527400 this announcement is hereby made.
Wens Foodstuff Group Co.Ltd(300498) board of directors
March 22, 2022