Securities code: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) securities abbreviation: Shandong Hi-Speed Road&Bridge Co.Ltd(000498) Announcement No.: 202230 Shandong Hi-Speed Road&Bridge Co.Ltd(000498)
Announcement on the completion of the implementation of the reduction plan of shareholders holding more than 5%
Shandong railway development fund Co., Ltd., a shareholder holding more than 5%, guarantees that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions. The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor.
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) (hereinafter referred to as “the company” and “the company”) disclosed the announcement on pre disclosure of share reduction by shareholders holding more than 5% on November 6, 2021, Shandong railway development fund Co., Ltd. (hereinafter referred to as “Tiefa fund”), the shareholder holding more than 5% of the company, plans to reduce the total shares of the company by centralized bidding within six months after 15 trading days from the date of disclosure of the above announcement (accounting for no more than 2% of the total share capital of the company), Among them, the total number of shares of the company reduced by centralized bidding within any continuous 90 days shall not exceed 15580685 (accounting for no more than 1% of the total share capital of the company). On December 16, 2021, the company received the notification letter on the implementation progress of the reduction plan issued by China Railway Development Fund, and learned that it had reduced 15580600 shares of the company through centralized bidding from November 29, 2021 to December 16, 2021, with the reduction amount reaching 1.00% of the total share capital of the company. The number of shares reduced by China Railway Development Fund in this reduction plan has exceeded half. For details, please refer to the progress announcement on the reduction of more than half of the number of shares held by shareholders holding more than 5% in centralized bidding transactions and the reduction proportion reaching 1% disclosed on December 17, 2021.
On December 24, 2021 and January 12, 2022, the company disclosed the announcement on the reduction of shares by shareholders holding more than 5% to 1% through block trading. Since the disclosure of the above announcement, due to the increase of share capital due to the independent exercise of some equity incentive objects of the company, the shareholding ratio of China Railway Development Fund has been passively diluted to 9.86% from 9.87% disclosed in the above announcement.
Today, the company received the notification letter on the completion of the implementation of the reduction plan issued by the China Railway Development Fund, which was approved
It is noted that during the period from March 7, 2022 to March 25, 2022, it has reduced 15442600 shares of the company through centralized bidding, and the reduction amount has reached 0.99% of the total share capital of the company. China Railway Development Fund has reduced 31023200 shares through centralized bidding, accounting for 1.99% of the total share capital of the company. The reduction plan has been completed. In accordance with the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange and other relevant provisions, the specific conditions of share reduction are hereby announced as follows:
1、 Shareholder reduction
1. Share reduction by shareholders
Name of shareholder: average price of reduction during the period of reduction proportion of reduction (yuan / share) (share) (%)
Shandong railway development competition November 29, 2021 – 6.34155806001.00
Trading price of fund Co., Ltd. December 16, 2021
Shandong railway development competition March 7, 2022 – 8.05154426000.99
Trading price of fund Co., Ltd. March 25, 2022
China Railway Development Fund is the shareholder holding more than 5% of the company’s shares. The source of shares reduced this time is the shares obtained by the company from issuing shares to buy assets in 2020. On January 12, 2022, the company disclosed the announcement on the reduction of shares by shareholders holding more than 5% to 1% through block trading. Since the disclosure of the above announcement, China Railway Development Fund has reduced 15442600 shares, accounting for 0.99% of the company’s current total share capital, and the reduction range is 7.40 yuan / share – 8.82 yuan / share.
2. Shareholding of shareholders before and after the reduction
Shares held before the reduction the nature of shares held by shareholders after the reduction accounts for the total shares of the total shares the number of shares (shares) the proportion of shares (shares) the proportion of shares (%) (%)
Total shares held: 1538112049.861383686048.87
Shandong railway development, including: 1538112049.861383686048.87 fund Co., Ltd. shares with unlimited sales conditions
Shares with limited sales conditions 0
3. Description of the situation where the share reduction ratio reaches 1%
1. Basic information
Information disclosure obligor: Shandong railway development fund Co., Ltd
Address: 6 / F, block a, Yinfeng Fortune Plaza, No. 1, Long’ao West Road, Lixia District, Jinan, Shandong
Changes in equity from March 7, 2022 to March 25, 2022
Stock abbreviation Shandong Hi-Speed Road&Bridge Co.Ltd(000498) Stock Code: Shandong Hi-Speed Road&Bridge Co.Ltd(000498)
Change type increase □ decrease □ persons acting in concert □ none □
(multiple choices are allowed)
Whether it is the largest shareholder or actual controller yes □ no □
2. Changes in equity this time
Type of shares (A shares, B shares) number of shares (shares) reduction proportion (%)
Etc.)
A shares 154426000.99
The way of this equity change (mainly through the centralized trading of the stock exchange)
□) block trading through stock exchange □
Others □ (please specify)
3. Shares of listed companies owned by investors and persons acting in concert before and after the change
Shares held before this change shares held after this change
Nature of shares in total share capital proportion in total share capital proportion number of shares (shares) (%) number of shares (shares) (%)
Total shares held: 1538112049.861383686048.87
Including: shares with unlimited sales conditions 1538112049.861383686048.87
Shares with limited sales conditions 0
4. Implementation of commitments, plans, etc
Yes □ no □
This change is due to the implementation of the shareholding reduction plan disclosed in the early stage by the shareholder Railway Development Fund.
On November 6, 2021, the company disclosed the announcement on the pre disclosure of the reduction of shares held by shareholders holding more than 5%. The shareholder Tiefa fund plans to reduce the company’s commitments and intentions by means of centralized bidding within six months after the above announcement and whether this change is to fulfill the commitments and intentions made by the company within 15 trading days from the date of disclosure The total planned shares shall not exceed 31161370 shares (accounting for no more than 2% of the total share capital of the company), of which the total shares of the company reduced by centralized bidding within any continuous 90 days shall not exceed 15580685 shares (accounting for no more than 1% of the total share capital of the company).
The reduction is consistent with the above disclosed reduction plan. At present, the reduction plan has been implemented.
Is there any violation of the securities law and the income of Listed Companies in this change
Purchase management measures and other laws and regulations yes □ no □
Political and legal regulations, departmental rules and specifications. If yes, please explain the specific situation, rectification plan and treatment measures of violations. 5. Compliance with relevant documents and the business rules of the exchange Shares with restricted voting rights
According to Article 63 of the securities law, yes □ no □
If yes, please explain the proportion of the corresponding number of shares in the share capital of the existing listed company. Voting shares 6 Further explanation on the increase of shares held by more than 30% shareholders (not applicable)
1. Details of shareholding changes of China Securities Depository and Clearing Co., Ltd. □
7. Documents for future reference 2. Relevant written commitment documents □
3. Written opinions of lawyers □
4. Other documents required by SZSE
2、 Other relevant instructions
1. The implementation of this reduction plan of China Railway Development Fund has not violated the provisions of relevant laws, regulations and normative documents, such as the securities law, the stock listing rules of Shenzhen Stock Exchange, several provisions on the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, and the implementation rules for the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange.
2. The matters of this reduction plan of China Railway Development Fund have been pre disclosed in accordance with relevant regulations, and the implementation of this reduction plan is consistent with the previously disclosed reduction plan and relevant commitments.
3. China Railway Development Fund is not the controlling shareholder or actual controller of the company. The implementation of this reduction plan will not lead to changes in the company’s control and will not have an adverse impact on the company’s sustainable and stable operation.
3、 Documents for future reference
Notification letter on the completion of the implementation of the reduction plan.
Shandong Hi-Speed Road&Bridge Co.Ltd(000498) board of directors March 25, 2022