Securities code: 002189 securities abbreviation: Costar Group Co.Ltd(002189) Announcement No.: 2022-002 Costar Group Co.Ltd(002189)
Announcement on repurchase and cancellation of some restricted shares and notification to creditors
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.
Costar Group Co.Ltd(002189) (hereinafter referred to as “the company”) held the 23rd (Interim) meeting of the Fifth Board of directors and the 17th meeting of the Fifth Board of supervisors on December 27, 2021, and the first extraordinary general meeting of shareholders in 2022 on January 12, 2022, respectively, deliberated and adopted the proposal on repurchase and cancellation of some equity incentive restricted shares. Among the five incentive objects granted by the company’s equity incentive plan, two resigned due to retirement and three resigned due to personal reasons. The company plans to repurchase and cancel 96703 shares of restricted shares that have not been unlocked, accounting for about 0.0369% of the company’s total share capital of 262406166 shares.
According to the company’s restricted stock incentive plan (Revised Draft): “If the incentive object resigns voluntarily, the restricted shares granted to the incentive object but not yet lifted according to the plan shall not be lifted, and the company shall repurchase and cancel them at the lower of the grant price and the current market price; if the incentive object resigns due to retirement, the restricted shares granted to the incentive object reach the unlocking period in the current year and meet the unlocking performance evaluation conditions, the unlocked part shall be cancelled Apply for unlocking within half a year after retirement; If the unlocking is not applied for within the above-mentioned period, the corresponding part of restricted shares and the remaining unlocked restricted shares shall be repurchased and cancelled after the current unlocking date at the grant price plus the interest calculated at the time deposit interest rate published by the people’s Bank of China at the time of repurchase. “
As of the date when the repurchase plan was approved by the board of directors, the closing price of the company’s shares was 21.08 yuan / share. The grant price of 38190 restricted shares originally granted to Xiao Bing, Feng Wenxin and Zhang Xiaobin to be repurchased and cancelled this time was 5.65 yuan / share. Since the three persons voluntarily resigned, they were repurchased according to the principle of “the lower of the grant price and the current market price”, The repurchase price of restricted shares granted by the company shall be calculated on the basis of the grant price of 5.65 yuan / share. Based on the grant price of 5.65 yuan / share, the impact of the above three dividends on the repurchase price is adjusted. Therefore, the adjusted repurchase price is 5.28 yuan / share (5.65 yuan / share -0.3686205 yuan / share).
The grant price of Wang Jinhong’s restricted stock is 5.65 yuan / share. Since he leaves his job due to retirement, his repurchase price shall be based on the original grant price plus the interest calculated by the time deposit interest rate. Therefore, the adjusted repurchase price of Wang Jinhong is 5.28 yuan / share, plus the interest calculated by the time deposit interest rate published by the people’s Bank of China at the time of repurchase.
The grant price of Wang Zhiliang’s restricted stock is 9.91 yuan / share. Since he leaves his post due to retirement, his repurchase price shall be calculated on the basis of the original grant price plus the interest calculated by the time deposit interest rate. Since the company has paid dividends twice in June 2020 and July 2021, with a cash distribution of 0.31 yuan per share, Wang Zhiliang’s adjusted repurchase price is 9.6 yuan / share plus the interest calculated by the time deposit interest rate published by the people’s Bank of China at the time of repurchase.
The share repurchase is funded by the company’s own funds. After the completion of repurchase and cancellation, the total share capital of the company will be reduced to 262309463 shares and the registered capital will be reduced to 262309463 yuan. For details, please refer to cninfo.com.cn Disclosed Costar Group Co.Ltd(002189) : Announcement on repurchase and cancellation of some equity incentive restricted shares (No.: 2021-082). According to the company law of the people’s Republic of China and other relevant laws and regulations, the creditors of the company shall have the right to require the company to pay off its debts or provide corresponding guarantees on the strength of valid creditor’s rights documents and relevant certificates within 30 days from the date of receiving the company’s notice or 45 days from the date of disclosure of this announcement if they do not receive the notice. If creditors fail to declare their creditor’s rights to the company within the time limit, the validity of their creditor’s rights will not be affected, and the relevant debts (obligations) will continue to be performed by the company according to the provisions of the original creditor’s rights documents. If the creditor fails to exercise the above rights within the specified time limit, the cancellation of this repurchase will continue to be implemented in accordance with legal procedures.
If creditors of the company require the company to pay off debts or provide corresponding guarantees, they shall submit written requirements to the company and attach relevant supporting documents in accordance with the company law of the people’s Republic of China and other relevant laws and regulations. If the creditor fails to exercise the above rights within the specified time limit, the validity of its creditor’s rights will not be affected, and the relevant debts (obligations) will continue to be performed by the company in accordance with the provisions of the original creditor’s rights documents.
It is hereby announced.
Costar Group Co.Ltd(002189) board of directors January 13, 2022
