Securities code: Shanxi Yongdong Chemistry Industry Co.Ltd(002753) securities abbreviation: Shanxi Yongdong Chemistry Industry Co.Ltd(002753) Announcement No.: 2022012 Shanxi Yongdong Chemistry Industry Co.Ltd(002753)
Announcement on public issuance of convertible corporate bonds
Sponsor (lead underwriter): Sino German Securities Co., Ltd
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.
hot tip
Shanxi Yongdong Chemistry Industry Co.Ltd(002753) (hereinafter referred to as " Shanxi Yongdong Chemistry Industry Co.Ltd(002753) ", "company" or "issuer") and Zhongde Securities Co., Ltd. (hereinafter referred to as "sponsor (lead underwriter)" or "Zhongde securities") in accordance with the securities law of the people's Republic of China, the measures for the Administration of securities issuance by listed companies and the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) The detailed rules for the implementation of convertible corporate bond business of Shenzhen Stock Exchange (revised in December 2018) (hereinafter referred to as the "detailed rules") and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - business handling (SZS [2022] No. 26) and other relevant regulations organize the implementation of this public offering of convertible corporate bonds (hereinafter referred to as "convertible bonds" or "Yongdong transfer 2").
The convertible corporate bonds issued to the public will be preferentially distributed to the original shareholders registered by China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as "CSDCC Shenzhen Branch") after the closing of the market on the equity registration date (April 7, 2022, t-1), The balance after the preferential placement of the original shareholders (including the part that the original shareholders give up the preferential placement) is issued online to public investors through the trading system of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange"). Investors participating in this online subscription should carefully read this announcement and the website of Shenzhen Stock Exchange (www.szse. CN) The promulgated implementation rules.
Important tips on the issuance process, subscription and payment, disposal of investors' abandonment of purchase and other links of this convertible bond issuance are as follows. Please pay attention to them.
1. The priority placement date of the original shareholders of this convertible bond issuance and the online subscription date are the same as April 8, 2022 (t day), and the online subscription time is 9:15-11:30 and 13:00-15:00 on t day. When the original shareholders participate in the priority placement, they shall pay the capital in full according to the number of convertible bonds under the priority placement within their priority placement limit. The original shareholders and public investors do not need to pay the subscription fund when they participate in the online subscription of the balance after the priority placement.
2. Determine the reasonable scale of assets or the amount of funds required by the industry. If the sponsor (lead underwriter) finds that the investor does not comply with the industrial regulatory requirements and applies for purchase beyond the corresponding asset scale or capital scale, the sponsor (lead underwriter) has the right to determine that the investor's subscription is invalid. Investors shall express their purchase intention independently and shall not fully entrust securities companies to purchase on their behalf.
3. Investors can only use one securities account to participate in the online subscription of convertible bonds. If the same investor uses multiple securities accounts to participate in the subscription of the same convertible bond, or the investor uses the same securities account to participate in the subscription of the same convertible bond for many times, the first subscription of the investor shall be valid, and the other subscriptions shall be invalid.
The principle of confirming that multiple securities accounts are held by the same investor is that the "account holder name" and "valid identity document number" in the securities account registration data are the same. The registration data of securities account shall be subject to the end of April 7, 2022 (t-1).
4. After winning the subscription of convertible bonds, online investors shall perform the obligation of capital settlement in accordance with the announcement of online winning results of Shanxi Yongdong Chemistry Industry Co.Ltd(002753) public offering of convertible corporate bonds (hereinafter referred to as the announcement of online winning results), so as to ensure that their capital account will have sufficient subscription funds on April 12 (T + 2) 2022, and the transfer of investors' funds shall comply with the relevant provisions of the securities company where the investors are located. If the investor's subscription fund is insufficient, the insufficient part shall be deemed as giving up the subscription, and the resulting consequences and relevant legal liabilities shall be borne by the investor. According to the relevant regulations of CSDCC Shenzhen Branch, the minimum unit to give up subscription is 1 piece. The part that online investors give up subscription shall be underwritten by the sponsor (lead underwriter).
5. When the total number of convertible bonds subscribed by the original shareholders and online investors is less than 70% of the number of this public offering; Or when the total number of convertible bonds subscribed by the original shareholders and paid by online investors is less than 70% of the number of this public offering, the issuer and the sponsor (lead underwriter) will negotiate whether to take measures to suspend the offering. If the issuance is suspended, the issuer and the sponsor (lead underwriter) will timely report to the CSRC and disclose the reasons for the suspension and subsequent arrangements.
The part of the subscription amount of this issuance less than 380 million yuan shall be underwritten by the sponsor (lead underwriter). The underwriting base is 380 million yuan. The sponsor (lead underwriter) determines the final placement result and underwriting amount according to the online capital arrival. In principle, the underwriting proportion of the sponsor (lead underwriter) shall not exceed 30% of the total issuance, that is, in principle, the maximum underwriting amount is 114 million yuan. When the underwriting ratio exceeds 30% of the total amount of this issuance, the sponsor (lead underwriter) will start the internal underwriting risk assessment procedure, continue to perform the issuance procedure or take measures to suspend the issuance after reaching an agreement with the issuer, and report to the CSRC in time.
6. If an online investor has won the lottery for 3 times but failed to pay in full within 12 consecutive months, it shall not participate in the online subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds within 6 months (calculated as 180 natural days, including the next day) from the next day of the settlement participant's latest declaration of abandonment of subscription. The situation of abandoning subscription shall be judged by investors. The number of times of abandonment of subscription shall be calculated according to the cumulative number of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds actually abandoned by investors; If an investor holds multiple securities accounts and abandons subscription in any one of the securities accounts, the number of times of abandonment shall be calculated cumulatively. The situations of abandonment of subscription occurred in disqualification and cancellation of securities accounts are also included in the statistics. For the special account for directional asset management and enterprise annuity account of customers of securities companies, if the "account holder's name" and "valid identity document number" in the registration data of securities accounts are the same, statistics shall be made according to different investors.
7. The self operated account of the sponsor (lead underwriter) of this offering shall not participate in online subscription.
8. The convertible corporate bonds only use new shares to convert shares.
9. Investors must fully understand the relevant laws and regulations on the issuance of convertible corporate bonds, carefully read the contents of this announcement, know the issuance process and placement principle of this issuance, fully understand the investment risk and market risk of convertible corporate bonds, and prudently participate in the subscription of convertible corporate bonds. Once the investor participates in this subscription, the sponsor (lead underwriter) shall be deemed as the investor's commitment: the investor's participation in this subscription complies with the provisions of laws and regulations and this announcement, and all violations and corresponding consequences arising therefrom shall be borne by the investor.
Important tips
1. Shanxi Yongdong Chemistry Industry Co.Ltd(002753) this public offering of convertible bonds has been approved by China Securities Regulatory Commission (hereinafter referred to as "CSRC") zjxk [2021] No. 4027. The convertible bonds issued this time are referred to as "yongdongzhuan 2" for short, and the bond code is "127059".
2. The issuance of 38 million yuan of convertible bonds, each with a face value of 100 yuan, a total of 38 million pieces, are issued at face value.
3. The convertible bonds issued this time are preferentially placed to the original shareholders registered by CSDCC Shenzhen Branch after the closing of the market on the equity registration date (April 7, 2022, t-1). The balance after the priority placement of the original shareholders (including the part that the original shareholders give up the priority placement) is priced and issued to the public investors through the online trading system of Shenzhen Stock Exchange.
4. The number of yongdongzhuan 2 that the original shareholders can preferentially place is the number of shares of " Shanxi Yongdong Chemistry Industry Co.Ltd(002753) " registered after the closing of the stock market on the equity registration date (April 7, 2022, t-1). The amount of convertible bonds that can be placed is calculated according to the proportion of convertible bonds of RMB 1.0121 per share, and then converted into the number of sheets according to the proportion of RMB 100 per sheet. Each sheet is an application unit. The preferred placement of the original shareholders is carried out through the trading system of Shenzhen Stock Exchange. The placement code is "082753", and the placement is referred to as "Yongdong debt distribution". The original shareholders can decide the amount of convertible bonds actually subscribed according to their own conditions.
If the number of convertible bonds subscribed by the original shareholders for online priority placement is less than 1, it shall be implemented in accordance with the business guide for securities issuers of China Securities Depository and Clearing Corporation Shenzhen Branch (hereinafter referred to as the "business guide for securities issuers of China Securities Depository and Clearing Corporation Shenzhen Branch"), that is, the number of preferred subscriptions less than 1 shall be sorted according to the number, and the small number shall be carried forward to the large number of original shareholders participating in the priority subscription, To achieve the minimum bookkeeping unit of 1 sheet, cycle until all are allocated. In addition to participating in the priority placement, the original shareholders can also participate in the subscription of the balance after the priority placement. For the part of the original shareholders participating in the online priority placement, they shall pay full capital at the time of subscription on t day. The original shareholders do not need to pay the subscription fund for the online subscription of the balance after participating in the online priority placement. The issuer has a total share capital of 375440672 shares, of which there are no treasury shares. According to the priority placement proportion of this issuance, the original shareholders can give priority to subscribe for up to 3799835 shares, accounting for about 999957% of the total amount of convertible bonds issued this time. Since less than one piece is executed in accordance with the business guidelines of securities issuers of CSDCC Shenzhen Branch, the total number of final priority placements may be slightly different.
5. Public investors participate in online issuance through the trading system of Shenzhen Stock Exchange. The online issuance and subscription code is "072753", and the subscription is referred to as "Yongdong bond issuance". The minimum subscription unit of each account is 10 sheets (1000 yuan), and each 10 sheets is a subscription unit. More than 10 sheets must be an integral multiple of 10 sheets, and the subscription funds of each account.
6. Yongdongzhuan 2 issued this time has no holding period limit, and investors can trade yongdongzhuan 2 placed on the first day of listing.
7. This offering is not listed. The issuer will go through the relevant listing procedures as soon as possible after the end of this offering, and the listing matters will be announced separately.
8. Investors must pay attention to the specific provisions in this announcement on the issuance method, issuance object, placement / issuance method, subscription time, subscription method, subscription rules, subscription procedures, subscription quantity, coupon rate, payment of subscription funds and disposal of investors' abandonment.
9. Investors shall not illegally use other people's accounts or funds for purchase, nor shall they finance or help others finance and purchase in violation of regulations. Investors applying for and holding yongdongzhuan 2 shall comply with relevant laws and regulations and relevant provisions of the CSRC, and bear corresponding legal liabilities.
10. This announcement only explains the matters related to the issuance of yongdongzhuan 2 to investors and does not constitute any investment suggestions for the issuance of yongdongzhuan 2. Investors who want to know the details of yongdongzhuan 2, please read the prospectus for Shanxi Yongdong Chemistry Industry Co.Ltd(002753) public issuance of convertible corporate bonds (hereinafter referred to as the "prospectus"). Investors can go to www.cn.info.com.cn Query the full text of the prospectus and relevant materials of this offering.
11. Investors must fully understand the various risk factors of the issuer, carefully judge its business status and investment value, and make investment decisions prudently. The issuer's operating conditions may change due to changes in political, economic and industrial environment, and the possible investment risks shall be borne by the investors themselves. The convertible bonds issued this time have no circulation restrictions and lock-in period arrangements, and shall be circulated from the date when the convertible bonds issued this time are listed and traded on the Shenzhen Stock Exchange. Investors must pay attention to the investment risk of the price fluctuation of convertible bonds caused by the fluctuation of the company's stock price and interest rate between the issuance date and the listing trading date.
12. For other matters related to this offering, the issuer and the sponsor (lead underwriter) will, as necessary, go to http://www.cn.info.com.cn And "Shanghai Securities News" and "Securities Times" in a timely manner, please pay attention to investors.
interpretation
Unless otherwise specified, the following words have the following meanings in this issuance announcement: issuer, Shanxi Yongdong Chemistry Industry Co.Ltd(002753) , company refers to Shanxi Yongdong Chemistry Industry Co.Ltd(002753)
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
CSDCC Shenzhen branch refers to the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited
Convertible bonds and convertible bonds refer to convertible corporate bonds
The issuer of the convertible bonds of Yongdong refers to the issuer of the convertible bonds of 38000 yuan
Refers to the current issuance of 380 million yuan of convertible corporate bonds issued by the issuer
behavior
Sponsor (lead underwriter) / Sino German
Refers to Sino German Securities Co., Ltd
negotiable securities
The date of equity registration is April 7, 2022 (t-1)
That is, April 8, 2022 (t day), which refers to the preferred placement date and Subscription Date of the issuance to the original shares
The date of the East priority placement and acceptance of investors' online subscription
It refers to all A-share common shareholders of the issuer registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. after the closing of the Shenzhen Stock Exchange on the registration date of equity issuance
