Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) announcement
Securities code: Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) securities abbreviation: ST Tianshou Announcement No.: 202239
Inner Mongolia Tianshou Technology&Development Co.Ltd(000611)
Announcement on abnormal fluctuation of stock trading
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Abnormal fluctuations in stock trading
Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) (hereinafter referred to as "the company") accumulated 12.23% of the deviation from the closing price increase for two consecutive trading days on April 7 and April 8, 2022. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, it belongs to the abnormal fluctuation of stock trading.
2、 The company pays attention to and verifies relevant information
In view of the abnormal fluctuation of the company's stock trading, the board of directors of the company now explains the recent major events as follows: 1. The information disclosed by the company in the early stage does not need to be corrected or supplemented.
2. The company has not found any media reports or market rumors that may have a significant impact on the trading price of the company's shares.
3. Description of the company's recent operation and whether or not the internal and external business environment is expected to change significantly
(1) The company disclosed the performance forecast for 2021 [202206] on January 27, 2022. According to the preliminary calculation of the company's financial department (not audited by an accounting firm), the operating income in 2021 is 120 million yuan to 135 million yuan, and the operating income after deducting the business income irrelevant to the main business and the income without commercial substance is 110 million yuan to 127 million yuan. On January 26, 2022, Shenzhen Stock Exchange issued the letter of concern for Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) No. [2022] 56 to the company (hereinafter referred to as the "letter of concern"). On March 22, 2022, the company and its 2021 audit institution, Lianda Certified Public Accountants (special general partnership) (hereinafter referred to as "Lianda") fulfilled the disclosure of the periodic reply to the letter of concern (for details, please refer to Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) the announcement of the company management department of Shenzhen Stock Exchange on the periodic reply to the letter of concern of the company [202216]).
(2) On January 29, 2022, the company disclosed the suggestive announcement on planning major asset restructuring [202209], and the company plans to transfer the Jilin Tianshou Investment Center (limited partnership) (hereinafter referred to as "Tianshou investment"), a 100% controlled subordinate partnership of the company, Jilin Tianchi Molybdenum Industry Co., Ltd. (hereinafter referred to as "Tianshou investment")
Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) announcement
Referred to as "Tianchi molybdenum industry") 521291%. On March 1, 2022 and March 29, 2022, the company disclosed the progress announcement on planning major asset restructuring respectively. The company and relevant parties are actively promoting the overall work process of this restructuring, and the intermediaries hired have completed due diligence. At present, the company is still negotiating with the counterparty on the specific plan for the sale of major assets. The subsequent company will actively promote this major asset reorganization in accordance with the relevant requirements of laws and regulations such as the administrative measures for major asset reorganization of listed companies and the self regulatory guidelines for listed companies of Shenzhen stock exchange No. 8 - major asset reorganization.
(3) On March 22, 2022, the seventh meeting of the ninth board of directors of the company considered and approved the proposal on the company's 100% holding partnership's external borrowing, the proposal on the company's providing guarantee for the 100% holding partnership's external borrowing, and the proposal on signing the supplementary agreement (III) to the agreement on paying cash to purchase assets; On April 7, 2022, the second extraordinary general meeting of shareholders of the company in 2022 deliberated and approved proposals such as the proposal on the company's 100% holding partnership's external borrowing and the proposal on the company's providing guarantee for the 100% holding partnership's external borrowing. Tianshou investment, 100% controlled by the company, plans to apply for a loan of no more than 390 million yuan from Jilin Daheishan Molybdenum Industry Co., Ltd. for the loan, the company and Beijing Kaixin Tenglong Investment Management Co., Ltd., a wholly-owned subsidiary of the company, respectively provide pledge guarantee for 98% and 2% of the property shares of Tianshou investment and handle pledge registration, and the company needs to provide general guarantee for the loan; The company and its designated subordinate enterprise, Tianshou investment, will no longer pay any cash consideration to Jilin Tianchi Mining Co., Ltd. (hereinafter referred to as "Tianchi mining") to accept the target creditor's rights of 342 million yuan, and Tianchi mining will no longer send any written notice of creditor's rights transfer to Tianchi molybdenum industry, The transfer of the underlying creditor's rights is terminated (for details, see the announcement on external borrowing of 100% holding partnership [202226], announcement on providing guarantee for external borrowing of 100% holding partnership [202227], announcement on terminating the transfer of creditor's rights in major asset purchase scheme [202228], and announcement on the resolution of the second extraordinary general meeting of shareholders in 2022 disclosed by the company on March 23, 2022 and April 8, 2022, respectively) [202238] et al.
(4) On March 25, 2022, the 8th meeting of the 9th board of directors of the company considered and approved the proposal on the provision of loans by the company's 100% holding partnership to the holding subsidiary. The company's 100% holding partnership Tianshou investment plans to borrow 390 million yuan from Tianchi molybdenum industry, the holding subsidiary holding 521291% of the shares, for the project funds, equipment funds Loan (for details, see the announcement on the company's 100% holding partnership providing loans to holding subsidiaries [202232]) disclosed by the company on March 26, 2022.
(5) In addition to the above information, the company has not found any unpublished material information that may or has had a great impact on the company's stock trading price reported by the public media recently.
Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) announcement
(6) Recently, the company's business situation and internal and external business environment have not changed significantly.
(7) The company has no major events that should be disclosed but not disclosed, or other major events in the planning stage.
(8) During the period of abnormal stock fluctuation, the company's directors, supervisors and senior managers did not buy or sell the company's shares.
3、 Whether there is a description of the information that should be disclosed but not disclosed
The board of directors of the company confirms that, except for the above matters (referring to the disclosure matters involved in part II), the company has no undisclosed matters that should be disclosed in accordance with the stock listing rules of Shenzhen Stock Exchange or planning, negotiation, intention, agreement, etc. related to the matters; The board of directors has not been informed that the company has undisclosed information that should be disclosed in accordance with the stock listing rules of Shenzhen Stock Exchange and has a great impact on the trading price of the company's shares and their derivatives; The information disclosed by the company in the early stage does not need to be corrected or supplemented.
4、 Risk tips
1. Through self-examination, the company does not violate the fair disclosure of information.
2. The 2021 annual performance forecast [202206] disclosed by the company is the preliminary calculation result of the company's financial department, and the specific financial data will be disclosed in detail in the 2021 annual report.
3. The company continued to promote the sale of major assets.
4. The company's 100% holding partnership Tianshou investment provides loans to Tianchi molybdenum industry, a holding subsidiary. The mortgage guarantee provided by Tianchi molybdenum industry with corresponding assets needs to be deliberated and approved by the board of directors and shareholders' meeting of Tianchi molybdenum industry. 5. The company will disclose information in a timely manner in strict accordance with the provisions and requirements of relevant laws and regulations. The information disclosure media designated by the company are China Securities News, Shanghai Securities News, securities times and cninfo（ http://www.cn.info.com.cn. ）Website and information about the company shall be subject to those published in the above designated media. Please invest rationally and pay attention to risks.
It is hereby announced.
Inner Mongolia Tianshou Technology&Development Co.Ltd(000611) board of directors
April 11, 2002
