Securities code: Hunan Yussen Energy Technology Co.Ltd(002986) securities abbreviation: Hunan Yussen Energy Technology Co.Ltd(002986) Announcement No.: 2022050 Hunan Yussen Energy Technology Co.Ltd(002986) 2022 plan for non-public offering of A-Shares (Revised Version)
April, 2002
Statement
1. The company and all members of the board of directors guarantee that there are no false records, misleading statements or major omissions in the contents of this plan, and bear individual and joint legal liabilities for the authenticity, accuracy, integrity and timeliness of its contents.
2. After the completion of this non-public offering of shares, the company shall be responsible for the changes in the company’s operation and income, and the investors shall be responsible for the investment risks caused by this non-public offering of shares.
3. This plan is the explanation of the board of directors of the company on this non-public offering of shares, and any statement to the contrary is untrue.
4. Investors should consult their own stockbrokers, lawyers, professional accountants or other professional advisers if they have any questions.
5. The matters described in this plan do not represent the substantive judgment, confirmation, approval or approval of the examination and approval authority on the matters related to this non-public offering of shares. The effectiveness and completion of the matters related to this non-public offering of shares described in this plan have yet to be approved or approved by the relevant examination and approval authority.
hot tip
1. Matters related to this non-public offering of shares have been deliberated and adopted at the second meeting of the third board of directors of the company. The non-public offering plan still needs to be deliberated and approved by the general meeting of shareholders of the company and approved by the CSRC. 2. The issuance objects of this non-public offering are no more than 35 (including 35) specific objects, including domestic securities investment fund management companies, securities companies, trust and investment companies, finance companies, insurance institutional investors, qualified foreign institutional investors (including the self operated accounts or managed investment product accounts of the above investors) that meet the requirements of laws and regulations Other domestic legal person investors and natural persons or other qualified investors. Securities investment fund management companies, securities companies, qualified foreign institutional investors and RMB qualified foreign institutional investors who subscribe for more than two products under their management shall be regarded as one issuance object. If a trust and investment company is the issuing object, it can only subscribe with its own funds.
After the company obtains the approval document of the CSRC on this issuance, the final issuance object will be determined by the board of directors within the scope of authorization of the general meeting of shareholders, in accordance with the provisions of relevant laws, administrative regulations, departmental rules or normative documents such as the detailed rules for the implementation of non-public development of shares by listed companies and other relevant laws and regulations, according to the application and quotation of the issuance object, and in accordance with the principle of price priority. If relevant laws, regulations and normative documents have new provisions on the issuing objects of non-public offering of shares, the company will adjust them according to the new provisions.
All issuers subscribe for the shares issued this time in cash.
3. The pricing benchmark date of this non-public offering is the first day of the issuance period of this offering. The issue price shall not be lower than 80% of the average trading price of the company’s shares in the twenty trading days before the pricing base date (excluding the pricing base date), and shall not be lower than the amount of net assets per share attributable to the common shareholders of the parent company audited in the latest period.
Average stock trading price in the 20 trading days before the pricing benchmark date = total stock trading volume in the 20 trading days before the pricing benchmark date ÷ total stock trading volume in the 20 trading days before the pricing benchmark date.
The specific issue price will be determined by the board of directors of the issuer in accordance with the authorization of the general meeting of shareholders, in accordance with the provisions of relevant laws and regulations and the requirements of the regulatory authorities, according to the subscription quotation of the issuing object and the principle of price priority, but not lower than the above-mentioned issue reserve price.
If the company has ex rights and ex interests matters such as dividend distribution, bonus shares or conversion of share capital from the pricing benchmark date of this issuance to the issuance date, the lower limit of this issuance price will be adjusted accordingly.
4. The number of shares in this non-public offering shall not exceed 30% of the total share capital of the company before this offering, i.e. no more than 47602800 shares (including this number), subject to the approval document of the CSRC on this offering. If the company’s shares are distributed from the announcement date of the resolution of the board of directors to the issuance date, the capital reserve is converted into share capital, or the total share capital of the company is changed before the issuance due to other reasons, the upper limit of the number of shares in the non-public offering will be adjusted accordingly.
The final number of shares to be issued shall be determined by the board of directors of the company through consultation with the sponsor (lead underwriter) of this issuance in accordance with the authorization of the general meeting of shareholders, relevant provisions of the CSRC and the actual situation at the time of issuance.
5. The total amount of funds (including issuance expenses) to be raised by the company in this non-public offering of A-Shares shall not exceed RMB 300 million (including this amount). The net amount of funds raised after deducting issuance expenses is proposed to be invested in the following items:
No. project name total investment of the project (10000 yuan) proposed capital raised (10000 yuan)
1 light hydrocarbon comprehensive utilization project phase I 338357 Xinjiang Haoyuan Natural Gas Co.Ltd(002700) 0000
2. Supplementary working capital 3000000
Total 368357 Jinzai Food Group Co.Ltd(003000) 0000
If the self raised funds need to be invested in place, the self raised funds shall be replaced according to the relevant procedures of the company. At the same time, without changing the investment projects of the raised funds, the board of directors of the company may appropriately adjust the investment sequence and amount of the raised funds of the above projects according to the actual situation of the investment projects of the raised funds. If the actual amount of raised funds (after deducting the issuance expenses) is less than the amount to be invested with raised funds for the above projects, the insufficient part will be solved by self raised funds.
6. After the completion of this issuance, the shares subscribed by the issuing object shall not be transferred within 6 months from the date of completion of the issuance. If the relevant regulatory authorities have other requirements on the restricted sale period of the shares subscribed by the issuing object and the transfer of shares at maturity, their provisions shall prevail.
The shares acquired by the issuing object due to the company’s distribution of stock dividends, conversion of capital reserve and other forms of derivative shares shall also comply with the above share locking arrangements. After the expiration of the sales restriction period, it shall be implemented in accordance with the relevant provisions of the CSRC and Shenzhen Stock Exchange.
7. This non-public offering of shares will not lead to changes in the controlling shareholders and actual controllers of the company, and will not lead to the company’s equity distribution not meeting the listing conditions.
8. After the completion of this non-public offering of shares, the undistributed profits accumulated before this offering of the company shall be jointly enjoyed by the new and old shareholders of the company according to the proportion of shares of the company held by them after the completion of this offering.
9. In accordance with the notice on further implementing matters related to cash dividends of listed companies and the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and other relevant laws and regulations issued by the CSRC, the second meeting of the third board of directors of the company deliberated and adopted the proposal on the return plan for shareholders of the company in the next three years (20222024).
10. For the detailed contents of the diluted immediate return analysis and measures to fill in the return of this non-public offering, please refer to “section V diluted immediate return and measures to fill in the return of this offering” of this plan. The hypothetical analysis of the company’s earnings per share after the issuance in this plan does not constitute a commitment or guarantee for the company’s performance. The company’s formulation of measures to fill the return does not guarantee the company’s future profits. Investors should not make investment decisions based on this. If investors make investment decisions based on this, and cause losses, the company will not be liable for compensation. Investors should pay attention to investment risks. 11. The board of directors specially reminds investors to carefully read the relevant contents of “VI. risk statement of this non-public offering” in “section III discussion and analysis of the impact of this offering on the company by the board of directors” of this plan, and pay attention to investment risks.
catalogue
Declare that Section 1 Summary of the non-public offering plan ten
1、 Basic information of the company ten
2、 Background and purpose of this non-public offering ten
3、 Summary of the non-public offering plan fourteen
4、 Whether this non-public offering constitutes a connected transaction seventeen
5、 Whether this non-public offering will lead to changes in the company’s control eighteen
6、 The approval of this offering and the procedures to be submitted for approval Section II feasibility analysis of the board of directors on the use of the raised funds nineteen
1、 The investment plan for the use of the raised funds nineteen
2、 Details of the project invested by the raised funds nineteen
3、 The necessity of investing in the project with the raised funds twenty
4、 The feasibility of the project invested by the raised funds twenty-one
5、 The impact of the investment projects raised by this issuance on the operation, management and financial status of the company twenty-two
6、 Feasibility analysis conclusion of the project invested with raised funds Section III discussion and analysis of the board of directors on the impact of this issuance on the company 24 I. Changes in the company’s business and assets, articles of association, shareholder structure, senior management structure and business income structure after the issuance
Chemical situation twenty-four
2、 Changes in the financial status, profitability and cash flow of the listed company after this issuance 25 III. Changes in business relationship, management relationship, related party transactions and horizontal competition between the company and its controlling shareholders and their affiliates
Situation 25 IV. after the completion of this offering, whether the funds and assets of the listed company are occupied by the controlling shareholders and their affiliates, or
The guarantee provided by the listed company for the controlling shareholder and its affiliates twenty-six
5、 The impact of this non-public offering on the company’s liabilities twenty-six
6、 Risk description of this non-public offering of shares Section IV formulation and implementation of the company’s profit distribution policy thirty
1、 The company’s profit distribution policy thirty
2、 Use of cash dividends and undistributed profits of the company in the last three years thirty-two
3、 The company’s shareholder return plan for the next three years (20222024) thirty-three
Section V diluted immediate return and filling measures of this issuance thirty-seven
1、 Impact analysis of this offering thirty-seven
2、 Risk tips for diluting the immediate return of this non-public offering thirty-nine
3、 Explanation on the necessity and rationality of this non-public offering of shares thirty-nine
4、 The relationship between the investment project of the raised funds and the existing business of the company forty
5、 Reserves of the company’s raised investment projects in terms of personnel, technology and market forty
6、 Specific filling measures taken by the company to dilute the immediate return of this non-public offering 7. The company’s controlling shareholders, actual controllers, directors and senior managers can effectively implement the company’s compensation measures
The bank made specific commitments forty-two
interpretation
Abbreviation interpretation
Issuer, Hunan Yussen Energy Technology Co.Ltd(002986) , means Hunan Yussen Energy Technology Co.Ltd(002986)
Company, the company
This plan refers to the plan for non-public offering of A-Shares in Hunan Yussen Energy Technology Co.Ltd(002986) 2022
This offering, this non-public offering and this non-public offering refer to the non-public offering of A-Shares in Hunan Yussen Energy Technology Co.Ltd(002986) 2022
Issuance of shares
Yuxin chemical refers to Huizhou Yuxin Chemical Co., Ltd., a wholly-owned subsidiary of the company
Yuxin new material refers to Huizhou Yuxin New Material Co., Ltd., a holding subsidiary of the company
Boke new material refers to Huizhou Boke environmental protection new material Co., Ltd., a holding subsidiary of the company
Board of directors means the board of directors of Hunan Yussen Energy Technology Co.Ltd(002986) company
Board of supervisors refers to Hunan Yussen Energy Technology Co.Ltd(002986) board of supervisors
General meeting of shareholders refers to Hunan Yussen Energy Technology Co.Ltd(002986) general meeting of shareholders
CSRC / CSRC refers to the Ministry of industry and information technology of China Securities Regulatory Commission and the Ministry of industry and information technology of the people’s Republic of China
Ministry of information
National Development and Reform Commission refers to the national development and Reform Commission
Liquefied petroleum gas, a by-product produced in the process of extracting or refining petroleum. Its main components are carbon three and carbon gas. LPG refers to four. Due to its low boiling point, it is a colorless gas or yellowish brown oily liquid under specific temperature and pressure conditions.
Carbon three (C3) refers to hydrocarbons with three carbon atoms, which are usually gaseous and commonly used as fuel for engines, barbecue food and household heating systems; Propylene is an important chemical raw material.
C4 refers to hydrocarbons with four carbon atoms, which is an important by-product in the process of petroleum refining.
Isooctane refers to an isomer of octane, which is a high octane number, sulfur-free or low sulfur
