Huatai United Securities Co., Ltd
About Fuda Alloy Material Co.Ltd(603045) stock price fluctuation
Verification opinions on whether it meets the relevant standards in Article 5 of the notice on regulating the information disclosure of listed companies and the behavior of relevant parties
Huatai United Securities Co., Ltd. (hereinafter referred to as “the independent financial consultant” and “Huatai United Securities”) is entrusted by Fuda Alloy Material Co.Ltd(603045) (hereinafter referred to as “listed company”), Acting as an independent financial adviser for the listed company to purchase 100% equity of Cayman aluminum (Sanmenxia) Co., Ltd. (hereinafter referred to as “Sanmenxia aluminum” or “target company”) and raise supporting funds and related party transactions (hereinafter referred to as “major asset restructuring”) in this major asset replacement and share issuance, In accordance with the requirements of Article 5 of the notice on regulating the information disclosure of listed companies and the behavior of relevant parties (Zheng Jian Gong Si Zi [2007] No. 128) issued by the China Securities Regulatory Commission, the fluctuation of listed companies 20 trading days before the publication of major information sensitive to stock prices shall be verified and verification opinions shall be issued.
1、 Stock price fluctuation of listed companies
Due to the planning of major asset restructuring, the listed company has applied to the Shanghai Stock Exchange, and the trading of the shares of the listed company has been suspended since the opening of the market on September 27, 2021.
In accordance with the requirements of laws and regulations such as the notice on regulating the information disclosure of listed companies and the behavior of relevant parties (Zheng Jian Gong Si Zi [2007] No. 128) issued by the China Securities Regulatory Commission, the listed company conducted a self-examination on the fluctuation of its stock price before the continuous suspension of trading. The trading of the shares of listed companies has been suspended since the opening of the market on September 27, 2021. The cumulative increases and decreases in the 20 trading days before the suspension and the cumulative increases and decreases in the Shanghai Composite Index ( Ping An Bank Co.Ltd(000001) . SH) and the electrical machinery and equipment manufacturing industry index (883135. WI) of the CSRC in the same time interval are as follows:
21 trading days before the project announcement and 1 trading day before the announcement (August 25, 2021) (September 24, 2021)
Fuda Alloy Material Co.Ltd(603045) ( Fuda Alloy Material Co.Ltd(603045) . SH) 14.74 13.96 – 5.29% stock closing price (yuan / share)
Shanghai Composite Index ( Ping An Bank Co.Ltd(000001) . SH) 354038361307 2.05%
CSRC electrical machinery and equipment
Manufacturing industry index 10846651032924 – 4.77% (883135. WI)
Excluding the impact of market factors, the rise and fall range was – 7.34%
Excluding the impact of the same industry sector, the rise and fall range was -0.52%
In accordance with the relevant provisions of Article 5 of the notice on regulating the information disclosure of listed companies and the behavior of relevant parties (Zheng Jian Gong Si Zi [2007] No. 128), after excluding the influence of factors in the same industry, the cumulative increase of the share price of Listed Companies in the 20 trading days before the announcement was – 0.52%, no more than 20%; After excluding the impact of market factors, the stock price of listed companies rose by – 7.34% in the 20 trading days before the announcement, not more than 20%. For this transaction, in order to avoid the disclosure of relevant information of this transaction by participants, since the beginning of contacting the transaction with the counterparty, the listed company has taken strict and effective confidentiality measures and systems to strictly limit the scope of relevant information, including strictly controlling the scope of insiders in the planning stage, signing confidentiality agreements with relevant participants in time Timely sign and submit the memorandum on the process of major asset restructuring transactions, etc.
2、 Verification opinions of independent financial advisor
After verification, the independent financial adviser believes that the stock price fluctuation of listed companies after excluding the influence of market factors and industry sector factors does not exceed 20%, does not meet the relevant standards in Article 5 of the notice on regulating information disclosure of listed companies and the behavior of relevant parties (Zheng Jian Gong Si Zi [2007] No. 128), and there is no abnormal fluctuation. (no text below)
(there is no text on this page, which is the signature and seal page of Huatai United Securities Co., Ltd. on whether the fluctuation of Fuda Alloy Material Co.Ltd(603045) stock price meets the relevant standards in Article 5 of the notice on regulating the information disclosure of listed companies and the behavior of relevant parties) the principal office of financial adviser:
Zhang Tao, Qiu Jie, Mengshan
Huatai United Securities Co., Ltd. (seal) (date)
