Securities code: Zoneco Group Co.Ltd(002069) securities abbreviation: Zoneco Group Co.Ltd(002069) Announcement No.: 202211 Zoneco Group Co.Ltd(002069)
Notice on disclosure of equity change report
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.
Zoneco Group Co.Ltd(002069) (hereinafter referred to as “the company”) has recently received the simplified equity change report issued by the information disclosure obligor Zoneco Group Co.Ltd(002069) investment and development center of Changhai County, and the detailed equity change report issued by Dalian Salt Chemical Group Co., Ltd. now the relevant equity changes are announced as follows:
1、 Basic information of this equity change
109960000 shares of the company held by Zoneco Group Co.Ltd(002069) investment development center of Changhai County were publicly auctioned on the online judicial auction platform of Beijing Equity Exchange on March 26, 2022. Dalian Yanhua Group Co., Ltd. won the highest price of RMB 342.94 million.
Specific shareholding of this equity change:
Before and after this equity change
Shareholder name share nature shareholding quantity shareholding proportion shareholding quantity shareholding proportion (10000 shares) (%) (10000 shares) (%)
Changhai Zoneco Group Co.Ltd(002069) Investment Development Center shares with unlimited sales conditions 1599689 2249565000.89 7.0325
Dalian Salt Chemical Group Co., Ltd. shares with unlimited sales conditions 0 010996154631
Note: the final transaction shall be subject to the auction transaction ruling issued by Dalian intermediate people’s Court of Liaoning Province.
2、 Description of other relevant matters
1. This equity change belongs to the passive reduction of shares by the shareholder Zoneco Group Co.Ltd(002069) investment development center of Changhai County in accordance with the judicial ruling, which does not touch the tender offer.
2. After the equity change, the shareholding ratios of the top five shareholders of the company are 15.46%, 8.04%, 7.21%, 7.03% and 5.44% respectively. As the largest shareholder of the company, Dalian Salt Chemical Group Co., Ltd. has a large gap with other shareholders, and according to the detailed equity change report issued by Dalian Salt Chemical Group Co., Ltd, In the next 12 months, it will continue to increase its interests in the listed company and become the controlling shareholder of the listed company by means of voting power entrustment as soon as possible. The actual controller of the listed company will be changed to the arrangement of Dalian SASAC. The company believes that Dalian Yanhua Group Co., Ltd. can decide the election of more than half of the members of the board of directors by actually controlling the voting rights of the shares of the listed company in the future, Moreover, the voting rights actually controlled are enough to have a significant impact on the resolutions of the general meeting of shareholders of the company, which is in line with the provisions of the company law, the measures for the administration of acquisitions, the listing rules and other regulations on the control of listed companies. Therefore, after this equity change, Dalian Yanhua Group Co., Ltd. will become the controlling shareholder of the listed company, and Dalian SASAC will become the actual controller of the listed company, The company will pay close attention to the follow-up progress of the matter and will timely perform the obligation of information disclosure in accordance with relevant regulations.
3. The auction still involves such links as the bidder’s payment of the auction balance, the court’s issuance of relevant legal documents to assist in the transfer of ownership, and the change of ownership of shares. If the shares are changed and transferred after this auction, the shares of the company held by Zoneco Group Co.Ltd(002069) investment and development center of Changhai County will be reduced to 50.089 million shares, accounting for 7.0325% of the total shares of the company, and it will no longer be the largest shareholder of the company; Dalian Salt Chemical Group Co., Ltd. will obtain 109.96 million shares of the company, accounting for 154631% of the total shares of the company, and will become the largest shareholder of the company. 4. The information disclosure obligor of this equity change has fulfilled the obligation of information disclosure on this equity change. For details, see the company’s website on cninfo on the same day http://www.cn.info.com.cn. The disclosed “short form equity change report” and “detailed form equity change report”.
5. The company will pay close attention to the follow-up progress of relevant matters and will timely perform the obligation of information disclosure in accordance with relevant regulations. If there are relevant major matters based on the information disclosure obligor, the company will actively assist the information disclosure obligor to timely perform the obligation of information disclosure in accordance with relevant laws and regulations.
3、 Documents for future reference
1. Short form equity change report issued by Zoneco Group Co.Ltd(002069) investment development center of Changhai County;
2. Detailed equity change report issued by Dalian Yanhua Group Co., Ltd.
It is hereby announced.
Zoneco Group Co.Ltd(002069) board of directors April 1, 2022
