Securities code: Shanghai Kehua Bio-Engineering Co.Ltd(002022) securities abbreviation: Shanghai Kehua Bio-Engineering Co.Ltd(002022) Announcement No.: 2022010 bond Code: 128124 bond abbreviation: Kehua convertible bond
Shanghai Kehua Bio-Engineering Co.Ltd(002022)
Announcement on the conversion of convertible bonds into shares in the first quarter of 2022
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. Special tips:
Securities code: Shanghai Kehua Bio-Engineering Co.Ltd(002022) securities abbreviation: Shanghai Kehua Bio-Engineering Co.Ltd(002022)
Bond Code: 128124 bond abbreviation: Kehua convertible bond
Conversion price: RMB 21.31/share
Conversion period: February 3, 2021 to July 27, 2026
In accordance with the relevant provisions of the stock listing rules of Shenzhen Stock Exchange and the detailed rules for the implementation of convertible corporate bond business of Shenzhen Stock Exchange, Shanghai Kehua Bio-Engineering Co.Ltd(002022) (hereinafter referred to as “the company”) hereby announces the conversion of convertible corporate bonds (hereinafter referred to as “convertible bonds”) and the changes in shares of the company in the first quarter of 2022 as follows:
1、 Basic information of convertible bond issuance and listing
1. Issuance of convertible bonds
With the approval of the CSRC’s “zjxk [2020] No. 970 document”, the company publicly issued 7.38 million convertible corporate bonds on July 28, 2020, with a face value of 100 yuan each and a total issuance amount of 738 million yuan.
2. Listing of convertible bonds
With the consent of SZS [2020] No. 731 document of Shenzhen Stock Exchange, the company’s 738 million yuan convertible bonds have been listed and traded in Shenzhen Stock Exchange since August 20, 2020. The bonds are referred to as “Kehua convertible bonds” for short and the bond code is “128124”. 3. Term of convertible bonds to shares
According to the instructions for raising convertible corporate bonds issued by Shanghai Kehua Bio-Engineering Co.Ltd(002022) public
The conversion period of the convertible bonds issued this time starts from the first trading day (February 3, 2021) six months after the end of the issuance of the convertible bonds (August 3, 2020) to the maturity date of the convertible bonds (July 27, 2026).
4. Price adjustment of convertible bonds to shares
On December 22, 2020, the company completed the repurchase and cancellation of 426800 restricted shares in the second phase of the equity incentive plan, involving 52 incentive objects. Among them, 397200 shares were granted for the first time and 29600 shares were reserved for grant. The share capital of the company was reduced due to the repurchase and cancellation of restricted shares. The conversion price of “Kehua convertible bonds” was 21.50 yuan / share before adjustment and 21.51 yuan / share after adjustment. For details, see the announcement on the completion of repurchase and cancellation of some restricted shares and the adjustment of convertible corporate bond conversion price disclosed on cninfo.com (Announcement No.: 2020100).
Due to the exercise of the second phase equity incentive plan of the company, according to the query results of China Securities Depository and Clearing Co., Ltd., from the date of issuance of convertible bonds to June 30, 2021, the cumulative number of shares of the incentive objects of the second phase equity incentive plan of the company that have exercised and completed the transfer of ownership is 339750, of which 317500 shares have been granted for the first time, accounting for 0.062% of the total share capital of the company after the previous price adjustment, and the exercise price is 13.295 yuan; The price of reserved shares after adjustment is RMB 222004, accounting for 11.50% of the total share capital of the company. At the same time, on June 30, 2021, the company held the 2020 annual general meeting of shareholders, deliberated and approved the 2020 profit distribution plan. The 2020 annual equity distribution plan of the company is to distribute a cash dividend of 2.00 yuan (including tax) to all shareholders for every 10 shares based on the total share capital registered on the date of equity distribution (excluding the number of shares in the company’s special repurchase account). No bonus shares will be given this year, and no accumulation fund will be converted into share capital. In view of the above reasons, according to the relevant provisions on the price adjustment of convertible corporate bonds, the price of “Kehua convertible bonds” is adjusted to 21.30 yuan / share. For details, see the announcement on adjusting the conversion price of “Kehua convertible bonds” (Announcement No.: 2021054) disclosed on cninfo.com.
On December 28, 2021, the company completed the repurchase and cancellation of 475800 restricted shares in the second phase of the equity incentive plan, involving 19 incentive objects. Among them, 447300 shares of restricted shares granted for the first time and 28500 shares of restricted shares reserved for grant were cancelled. Due to the reduction of the company’s share capital caused by the repurchase and cancellation of restricted shares, the conversion price of “Kehua convertible bonds” was adjusted from 21.30 yuan / share to 21.31 yuan / share. For details, see the announcement on the cancellation of restricted stock repurchase and adjustment of the conversion price of “Kehua convertible bonds” (Announcement No.: 2021112) disclosed on cninfo.com.
2、 Conversion of convertible bonds into shares and changes in shares of the company
In the first quarter of 2022, Kehua convertible bonds decreased by 17000 yuan (170 Pieces) due to share conversion, and the number of shares converted was 793.
As of March 31, 2022, the balance of the company’s remaining convertible bonds was 737654200 yuan (7376542 pieces).
The share changes of the company in the first quarter of 2022 are as follows:
Nature of shares before this change, during this share conversion and after this change
Number of shares (share) proportion number of changes in shares (share) number of shares (share) proportion
1、 Restricted conditions: circulating shares 1809370.04% / non circulating shares
Executive lock up shares 1584370.03%
Equity incentive restricted shares 225000.00% 225000.00%
2、 Non tradable shares 51410345199.96% 3204351413549499.96%
3、 Total share capital 514284388100.00% 32043514316431100.00%
Note: in the first quarter, 31250 options and 793 Kehua convertible bonds were exercised in the second phase of the company’s equity incentive plan.
3、 Other matters
If investors need to know other relevant contents of “Kehua convertible bonds”, please refer to the company’s publication on cninfo.com on July 24, 2020（ http://www.cn.info.com.cn./ ）The full text of the prospectus for public issuance of convertible corporate bonds by Shanghai Shanghai Kehua Bio-Engineering Co.Ltd(002022) Engineering Co., Ltd. on the website or call the company’s investor Tel. 02164954576 for consultation.
4、 Documents for future reference
1. As of March 31, 2022, the company’s share capital structure issued by Shenzhen Branch of China Securities Depository and Clearing Corporation Limited;
2. As of March 31, 2022, the share capital structure of “Kehua convertible bonds” issued by Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.
It is hereby announced.
Shanghai Kehua Bio-Engineering Co.Ltd(002022) board of directors
April 6, 2022
