Securities code: 002984 securities abbreviation: Qingdao Sentury Tire Co.Ltd(002984) Announcement No.: 2022-005 bond Code: 127050 bond abbreviation: Qilin convertible bond
Qingdao Sentury Tire Co.Ltd(002984)
On the early termination of the reduction plan of shareholders holding more than 5%
Announcement on pre disclosure of subsequent share reduction plan
The shareholders runzesen and Xinjiang Ruisen guarantee that the information provided to the company is true, accurate and complete without false records, misleading statements or major omissions.
The company and all members of the board of directors guarantee that the contents of the announcement are consistent with the information provided by the information disclosure obligor.
1、 Implementation of shareholders’ share reduction plan
Qingdao Sentury Tire Co.Ltd(002984) (hereinafter referred to as “the company” or “the company”) disclosed the pre disclosure announcement on the reduction plan of shareholders holding more than 5% (Announcement No.: 2021-048) on August 23, 2021. The shareholder of the company, Xinjiang runzesen investment partnership (limited partnership) (formerly known as Qingdao runzesen investment enterprise (limited partnership), Hereinafter referred to as “runzesen”) plans to reduce the total number of shares of the company by means of centralized bidding transaction or block transaction after the lifting of the ban on the first restricted shares of the company, which shall not exceed 19490068 shares, or 3% of the total number of shares of the company. Among them, the reduction through centralized bidding transaction will be carried out within six months after 15 trading days from the date of announcement of the reduction plan, and the total number of shares reduced within any continuous 90 natural days shall not exceed 1% of the total number of shares of the company; The reduction of shares through block trading will be carried out within six months after three trading days from the date of announcement of the reduction plan, and the total number of shares reduced within any continuous 90 natural days shall not exceed 2% of the total number of shares of the company (in case of changes in shares such as share distribution and conversion of capital reserve into share capital, the number of shares to be reduced mentioned above will be adjusted accordingly).
On October 28, 2021, the company disclosed the progress announcement on the reduction of more than 1% of the company’s shares by shareholders holding more than 5% and more than half of the reduction plan (Announcement No.: 2021-061). From September 29, 2021 to October 26, 2021, runzesen reduced 9781800 shares of the company through centralized bidding and large-scale transactions, accounting for 1.51% of the total shares of the company. On November 10, 2021, the company disclosed the customs declaration
Progress announcement on the reduction of more than half of the shares and the reduction ratio of 1% in centralized bidding transactions of shareholders holding more than 5%
(Announcement No.: 2021-071), runzesen passed the collection from October 27, 2021 to November 8, 2021
In total, 9484400 shares of the company were reduced through bidding and block trading, accounting for% of the total shares of the company
1.46%。
Recently, the company received the report on Qingdao Sentury Tire Co.Ltd(002984) share reduction issued by runzesen
Notice of early termination of the plan, learned that runzesen decided to terminate the reduction plan in advance according to its own arrangement,
According to several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies and Shenzhen Stock Exchange
The detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers and other relevant provisions are hereby incorporated into runzesen
The implementation of the reduction plan is announced as follows:
(I) share reduction by shareholders
Average price of reduction reduction number of shares reduction proportion shareholder name reduction method reduction period
(yuan / share) (share) (%)
September 29, 2021 to
Centralized bidding transaction 29.07 181800 0.03 September 30, 2021
November 1, 2021 to
Centralized bidding transaction 34.44 6184400 0.95 November 8, 2021
Runzesen from October 15, 2021 to
Block transaction 32.13 9600000 1.48 October 26, 2021
October 27, 2021 to
Block transaction 31.61 3300000 0.51 October 28, 2021
Total – 19266200 2.97
Runzesen reduced its shares through centralized bidding and block trading, and the source of shares is the company’s first time
For the shares of the company held before public offering and listing, the reduction price range is 28.24 yuan / share -35.66 yuan
/Shares.
(II) Shareholding of shareholders before and after the reduction
Nature of shareholders’ shares held before this reduction and after this reduction
Name number of shares in total share capital proportion of shares in total share capital (shares) (%) (shares) (%)
Total shares held 24362100 3.75 5095900 0.78
Of which:
Runzesen 24362100 3.75 5095900 0.78
Unrestricted shares
Shares with limited sales conditions 0
Before the reduction, runzesen and its concerted actors Xinjiang Xinshi chuangying equity investment partnership (limited partnership) (hereinafter referred to as “Xinjiang Xinshi”), Ningbo Meishan bonded port SENRUN equity investment partnership (limited partnership) (hereinafter referred to as “Ningbo SENRUN”) Xinjiang henghou chuangying equity investment partnership (limited partnership) (hereinafter referred to as “Xinjiang henghou”) and Xinjiang Ruisen chuangying investment center partnership (limited partnership) (formerly known as Guangzhou Ruisen chuangying Investment Center (limited partnership), hereinafter referred to as “Xinjiang Ruisen”) hold 83377550 shares of the company, accounting for 12.83% of the total shares of the company; After this reduction, runzesen and the above persons acting in concert held a total of 64111350 shares of the company, accounting for 9.87% of the total shares of the company.
(III) other relevant instructions
1、 The implementation of this share reduction plan complies with the company law, the securities law, several provisions on the reduction of shares held by shareholders, directors, supervisors and senior executives of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board There is no violation of the above provisions in the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange and other relevant laws, regulations and normative documents.
2. The matters of this reduction plan have been disclosed in advance in accordance with relevant regulations. The implementation of this reduction plan is consistent with the previously disclosed reduction plan and relevant commitments, and there are no violations.
3. The reduction quantity and price implemented in this reduction plan do not violate the relevant commitments made by runzesen in the prospectus for initial public offering and listing and the announcement on initial public offering and listing: within two years after the expiration of the lock-in period (including the extended lock-in period), The cumulative number of shares reduced shall not exceed 100% of the total number of shares held by the company; Within two years after the expiration of the lock up period (including the extended lock up period), the reduction price shall not be lower than the issuance price of the company’s initial public offering.
4. During the implementation of the reduction plan, runzesen strictly followed the requirements of relevant laws, regulations and normative documents
5. Runzesen is not the controlling shareholder and actual controller of the company. The implementation of this reduction plan will not lead to changes in the company’s control and will not have an impact on the company’s governance structure and future sustainable operation. Please invest rationally and pay attention to investment risks.
2、 Pre disclosure of shareholders’ subsequent share reduction plan
As of the disclosure date of this announcement, runzesen, the shareholder of the company, holds 5095900 shares of the company, accounting for 0.78% of the total shares of the company; Xinjiang Ruisen, the shareholder of the company, holds 9185710 shares of the company, accounting for 1.41% of the total shares of the company; Runzesen, Xinjiang Ruisen and their concerted actors Xinjiang Xinshi, Ningbo SENRUN and Xinjiang henghou jointly hold 64111350 shares of the company, accounting for 9.87% of the total shares of the company.
Recently, the company received the notification letter on Qingdao Sentury Tire Co.Ltd(002984) share reduction plan from shareholders runzesen and Xinjiang Ruisen. Runzesen and Xinjiang Ruisen plan to reduce a total of 14281610 shares of the company through centralized bidding transaction or block transaction, accounting for 2.19% of the total shares of the company. Among them, the reduction through centralized bidding transaction will be carried out within six months after 15 trading days from the date of announcement of the reduction plan, and the total number of shares reduced within any continuous 90 natural days shall not exceed 1% of the total number of shares of the company; The reduction of shares through block trading will be carried out within six months after three trading days from the date of announcement of the reduction plan, and the total number of shares reduced within any continuous 90 natural days shall not exceed 2% of the total number of shares of the company (in case of changes in shares such as share bonus and conversion of capital reserve to share capital, the number of shares to be reduced above will be adjusted accordingly).
The relevant information is hereby announced as follows:
(I) basic information of shareholders
Name of shareholder number of shares (shares) holding proportion (%)
Xinjiang runzesen investment partnership (limited partnership) 5095900 0.78
Xinjiang Ruisen chuangying investment center partnership (limited partnership) 9185710 1.41
Total 14281610 2.19
(II) main contents of this reduction plan
1. Reasons for reduction: the enterprise’s own capital turnover demand;
2. Source of shares: shares of the company held before IPO and listing;
3. Number and proportion of shares reduced: 14281610 shares of the company are planned to be reduced, accounting for 2.19% of the total shares of the company (the number of shares to be reduced above will be adjusted accordingly in case of share changes such as share distribution and conversion of capital reserve to share capital). Among them, if the shares are reduced through centralized bidding transaction, The total number of shares reduced within any 90 consecutive natural days shall not exceed 1% of the total number of shares of the company. If the shares are reduced through block trading, the total number of shares reduced within any 90 consecutive natural days shall not exceed 2% of the total number of shares of the company;
4. Reduction method: through centralized bidding transaction or block transaction;
5. Reduction price: determined according to the market price and trading mode at the time of reduction, and not lower than the issuance price of the company’s initial public offering;
6. Reduction period: if the holdings are reduced through centralized bidding trading, it shall be carried out within six months after 15 trading days from the date of announcement of the reduction plan; In case of reduction through block trading, it shall be carried out within six months after three trading days from the date of announcement of the reduction plan.
(III) commitments and performance of shareholders
Runzesen and Xinjiang Ruisen made the following commitments in the company’s prospectus on initial public offering and listing and announcement on initial public offering and listing:
1. Quantity and method of reduction: (1) the total number of shares reduced through centralized bidding trading within any continuous 90 natural days shall not exceed 1% of the total number of shares of the company; (2) The total number of shares reduced through block trading within any consecutive 90 natural days shall not exceed 2% of the total number of shares of the company; (3) In case of reduction through agreement transfer, the transfer proportion of a single transferee shall not be less than 5% of the total shares of the company, such as reduction through agreement transfer