Securities code: Hunan Xiangjia Animal Husbandry Company Limited(002982) securities abbreviation: Hunan Xiangjia Animal Husbandry Company Limited(002982) Announcement No.: 2022027 Hunan Xiangjia Animal Husbandry Company Limited(002982)
Announcement on public issuance of convertible corporate bonds
Sponsor (lead underwriter):
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
Hunan Xiangjia Animal Husbandry Company Limited(002982) (hereinafter referred to as " Hunan Xiangjia Animal Husbandry Company Limited(002982) ," company "or" issuer ") and Minsheng Securities Co., Ltd. (hereinafter referred to as" sponsor (lead underwriter) " "Lead underwriter" or "Minsheng securities") in accordance with the securities law of the people's Republic of China, the measures for the administration of securities issuance of listed companies, 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 "implementation rules") and Organize the implementation of this public offering of convertible corporate bonds (hereinafter referred to as "convertible bonds" or "Xiangjia convertible bonds") in accordance with the relevant provisions of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - business handling (SZS [2022] No. 26).
The convertible corporate bonds issued to the public will be placed preferentially 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 18, 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 to the public investors online through the trading system of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange"). Investors are requested to carefully read this announcement and the website of Shenzhen Stock Exchange（ http://www.szse.cn. ）The promulgated implementation rules.
Please read this announcement carefully. The specific matters in the issuance process, subscription, payment and other links of this issuance are as follows. Please pay attention to:
1. The preferred placing date of the original shareholders of this offering and the online subscription date are April 19, 2022 (t day), and the online subscription time is 9:15-11:30 and 13:00-15:00 on t day. When participating in the priority placement on t day, the original shareholders shall pay the capital in full according to the number of convertible bonds preferentially placed within their priority placement limit.
The original shareholders and public investors do not need to pay the subscription fund when making online subscription on April 19, 2022 (t day).
2. Investors shall reasonably determine the purchase amount in combination with the regulatory requirements of the industry and the corresponding asset scale or capital scale. If the sponsor (lead underwriter) finds that the investor does not comply with the industrial regulatory requirements, 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. Once the subscription is confirmed, it shall not be revoked.
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 T-1 day.
4. After winning the subscription of convertible bonds, online investors shall fulfill the obligation of capital settlement in accordance with the announcement of online winning results of Hunan Xiangjia Animal Husbandry Company Limited(002982) 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 21, 2022 (T + 2), and the transfer of investors' funds shall comply with the relevant provisions of the securities company where the investor belongs. If the subscription funds of online investors are 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 investors themselves. 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 the number of convertible bonds subscribed by online investors is less than 70% of the number of this issue; Or when the total number of convertible bonds subscribed by the original shareholders and the number of convertible bonds subscribed by online investors is less than 70% of the number of this issuance, the issuer and the recommendation institution (lead underwriter) will negotiate whether to suspend this issuance. If the issuance is suspended, the issuer and the recommendation institution (lead underwriter) will timely report to the CSRC and disclose the reasons for the suspension and subsequent arrangements.
6. The part of the subscription amount of this offering less than 640000000 yuan shall be underwritten by the sponsor (lead underwriter), and the underwriting base is 640000000 yuan. The sponsor (lead underwriter) shall determine 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 amount of this offering, that is, in principle, the maximum underwriting amount is 1920000000 yuan. When the actual underwriting proportion exceeds 30% of the total amount of this issuance, the recommendation institution (lead underwriter) will start the internal underwriting risk assessment procedure and negotiate with the issuer: if it is determined to continue to perform the issuance procedure, the recommendation institution (lead underwriter) will adjust the final underwriting proportion and report to the CSRC in time; If the issuance is suspended, the issuer and the recommendation institution (lead underwriter) will timely report to the CSRC and disclose the reasons for the suspension and subsequent arrangements.
7. If the investor has won the lottery for 3 times but failed to pay in full within 12 consecutive months, he shall not participate in the subscription of online new shares, depositary receipts, convertible bonds and exchangeable 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 abandoning the 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; The cumulative number of times an investor abandons his subscription of securities in any account. 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.
8. The self operated account of the sponsor (lead underwriter) of this offering shall not participate in online subscription.
9. The convertible corporate bonds only use new shares to convert shares.
10. 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. Hunan Xiangjia Animal Husbandry Company Limited(002982) this public offering of convertible corporate bonds has been approved by China Securities Regulatory Commission (hereinafter referred to as "CSRC") zjxk [2021] No. 1814.
2. The issue of 640000000 yuan of convertible bonds, each with a face value of 100 yuan, a total of 6400000 pieces, are issued at face value.
3. The convertible corporate bonds issued this time are referred to as "Xiangjia convertible bonds" for short, and the bond code is "127060".
4. The number of convertible bonds that can be preferentially placed by the original shareholders is the number of Hunan Xiangjia Animal Husbandry Company Limited(002982) shares registered after the closing of the stock market on the equity registration date (April 18, 2022) (t-1), which is based on the proportion of placing 6.2819 yuan of convertible bonds per share and converted into 100 yuan of convertible bonds. The preferred placement of this issue to the original shareholders adopts online placement, and the preferred subscription of the original shareholders is carried out through the Shenzhen stock exchange system. The placement code is "082982", and the placement is referred to as "Xiangjia bond distribution". In addition to participating in the priority placement, the original shareholders can also participate in the subscription of the balance after the priority placement.
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, Take the minimum bookkeeping unit as one sheet, and cycle until all are allocated.
5. The issuer has a total share capital of 101880000 shares. Calculated according to the priority placement proportion of this issuance, the total amount of convertible bonds that can be preferentially placed by the original shareholders is 6399999, accounting for about 9999998% 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.
6. Public investors participate in the subscription through the trading system of Shenzhen Stock Exchange. The subscription code is "072982", and the subscription is referred to as "Xiangjia bond issuance". The minimum subscription quantity of each account is 10 sheets (1000 yuan), and each 10 sheets is a subscription unit. If there are more than 10 sheets, it must be an integral multiple of 10 sheets. The upper limit of each account is 10000 sheets (1 million yuan), and the excess is invalid.
7. Xiangjia convertible bonds issued this time are not subject to holding period restrictions, and investors can trade Xiangjia convertible bonds placed on the first day of listing.
8. This offering is not listed, and the listing matters will be announced separately. The issuer will go through the relevant listing procedures as soon as possible after the end of this offering.
9. Investors must pay attention to the specific provisions in the announcement on the issuance method, issuance object, placement / issuance method, subscription time, subscription method, subscription procedure, subscription price, subscription quantity and subscription fund payment of Xiangjia convertible bonds.
10. 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 who apply for and hold Xiangjia convertible bonds shall comply with relevant laws and regulations and relevant provisions of the CSRC, and bear corresponding legal liabilities.
11. This announcement only explains the matters related to the issuance of Xiangjia convertible bonds and does not constitute any investment proposal for the issuance of Xiangjia convertible bonds. For details of this Xiangjia convertible bond, please read the prospectus for Hunan Xiangjia Animal Husbandry Company Limited(002982) public offering of convertible corporate bonds (hereinafter referred to as the "prospectus"), which was posted on cninfo.com.cn on April 15, 2022 (T-2) disclosure.
12. Investors shall fully understand the various risk factors of the issuer, carefully judge its operating conditions and investment value, and make prudent investment decisions. 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 will 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.
13. For other matters related to this offering, the issuer and the sponsor (lead underwriter) Minsheng Securities Co., Ltd. (hereinafter referred to as "sponsor (lead underwriter)" or "Minsheng securities") of this offering will be published in the securities times and cninfo.com as necessary（ http://www.cn.info.com.cn. ）Please pay attention to the timely announcement on the website.
interpretation
Unless otherwise specified, the following words have the following meanings in this issuance announcement:
Issuer, Hunan Xiangjia Animal Husbandry Company Limited(002982) , company Hunan Xiangjia Animal Husbandry Company Limited(002982)
Convertible corporate bonds, convertible bonds and convertible bonds refer to the 640000000 yuan of convertible corporate bonds and Xiangjia convertible bonds issued by the issuer this time
This issuance refers to the issuer's issuance of 640000000 yuan of convertible corporate bonds
Sponsor (lead underwriter) / Minsheng securities refers to Minsheng Securities Co., Ltd
CSRC refers to the China Securities Regulatory Commission
Shenzhen stock exchange refers to Shenzhen Stock Exchange
CSDCC Shenzhen Branch and registration company refer to the Shenzhen Branch of China Securities Depository and Clearing Co., Ltd
Equity registration date (t-1 date) refers to April 18, 2022
The priority placement date and Subscription Date (t date) refer to April 19, 2022, which refers to the priority of this issuance to the original shareholders
Date of placing and accepting investors' subscription
Original shareholders refer to all shareholders of the issuer registered in the registration company after the closing of the Shenzhen Stock Exchange on the registration date of equity issuance
Effective subscription refers to compliance with the relevant subscription provisions in the issuance announcement of this issuance
