Stock abbreviation: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) Stock Code: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) Announcement No.: 2022053 Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
AnhuiZhonghuanEnvironmentalProtectionTechnologyCo., Ltd (room 1608, building 1, Zhongzheng International Plaza, No. 948, Fuyang North Road, Hefei, Anhui)
Announcement on listing of convertible corporate bonds issued by gem to unspecified objects
Sponsor (lead underwriter)
(No. 689, Guangdong Road, Shanghai)
May, 2002
Section I important statements and tips
All directors, supervisors and senior managers of Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) (hereinafter referred to as " Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) ", "issuer", "company" or "the company") guarantee the authenticity, accuracy and completeness of the listing announcement, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear individual and joint legal liabilities for the authenticity, accuracy and completeness of its contents.
In accordance with the provisions of the company law of the people's Republic of China (hereinafter referred to as the "company law"), the securities law of the people's Republic of China (hereinafter referred to as the "Securities Law") and other relevant laws and regulations, the directors and senior managers of the company have performed their obligations and responsibilities of integrity and diligence in accordance with the law.
The opinions of China Securities Regulatory Commission (hereinafter referred to as "CSRC"), Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") and other government authorities on the listing of convertible corporate bonds and related matters of the company do not indicate any guarantee to the company.
The company reminds the majority of investors that for the relevant contents not involved in this listing announcement, please refer to cninfo.com, the information disclosure website designated by Shenzhen Stock Exchange on April 29, 2022（ http://www.cn.info.com.cn. ）The full text of the prospectus.
Unless otherwise specified, the abbreviations or terms used in this listing announcement shall have the same meanings as those in the prospectus.
Section II overview
1、 Chinese abbreviation of convertible corporate bonds: central transfer 2
2、 Convertible corporate bond Code: 123146
3、 Issuance of convertible corporate bonds: 864 million yuan (8.64 million pieces)
4、 Listing volume of convertible corporate bonds: 864 million yuan (8.64 million pieces)
5、 Listing place of convertible corporate bonds: Shenzhen Stock Exchange
6、 Listing time of convertible corporate bonds: May 26, 2022
7、 Starting and ending date of convertible corporate bonds: May 6, 2022 to May 5, 2028 8 8. Starting and ending date of convertible corporate bonds conversion period: November 14, 2022 to May 5, 2028
9、 Interest payment date of convertible corporate bonds: the interest payment date of each year is the date of each full year from the first date of issuance of convertible corporate bonds. If the day is a legal holiday or rest day, it shall be postponed to the next working day without additional interest. The interest year is between two adjacent interest payment days.
Interest payment creditor's right registration date: the interest payment creditor's right registration date of each year is the trading day before the interest payment date of each year. The company will pay the interest of the current year within five trading days after the interest payment date of each year. For the convertible corporate bonds that apply for conversion into the company's shares before the registration date of interest paying creditor's rights (including the registration date of interest paying creditor's rights), the company will no longer pay the interest of this interest year and subsequent interest years to its holders.
The tax payable on the interest income obtained by the holders of convertible corporate bonds shall be borne by the holders.
10、 Registration institution of convertible corporate bonds: Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. Xi. Recommendation institution (lead underwriter): Haitong Securities Company Limited(600837)
12、 Guarantee of convertible corporate bonds: no guarantee is provided for the convertible corporate bonds issued this time. XIII. Credit rating and credit evaluation institution of convertible corporate bonds: the credit rating of the convertible bond subject ( Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) ) is AA -, the bond credit rating is AA -, and the rating outlook is stable. The rating agency is China Securities PENGYUAN credit rating Co., Ltd. After the convertible bonds issued by the company are listed, CSI PENGYUAN credit evaluation Co., Ltd. will conduct tracking rating.
Section III introduction
This listing announcement is prepared in accordance with the company law, the securities law, the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) (hereinafter referred to as the "administrative measures"), the Listing Rules of Shenzhen Stock Exchange on the gem (hereinafter referred to as the "Listing Rules") and other relevant laws and regulations.
With the consent of the China Securities Regulatory Commission to register in the document of "zjxk [2022] No. 56", Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) (hereinafter referred to as " Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) " "company" or "issuer") issued 8.64 million convertible corporate bonds to unspecified objects on May 6, 2022, with a face value of 100 yuan each and a total issuance amount of 864 million yuan. The issuance method adopts the priority placement to the original shareholders, and the balance after the priority placement of the original shareholders (including the part that the original shareholders give up the priority placement) is issued by online pricing of the trading system of Shenzhen Stock Exchange. The part of the subscription amount of this offering less than 864 million yuan shall be underwritten by the lead underwriter. With the consent of Shenzhen Stock Exchange, the company's 864 million yuan convertible corporate bonds will be listed and traded on Shenzhen Stock Exchange from May 26, 2022. The bonds are referred to as "zhonghuanzhuan 2" for short and the bond code is "123146".
The prospectus for the issuance of convertible corporate bonds to unspecified objects was posted on cninfo.com, the designated information disclosure website of Shenzhen Stock Exchange, on April 29, 2022（ http://www.cn.info.com.cn. ）Disclosure.
Section IV overview of the issuer
1、 Basic information of the issuer
Chinese name Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
English Name: Anhui Zhonghuan Environmental Protection Technology Co., Ltd
Stock abbreviation Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
Stock Code: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
Registered capital: 42375043900 yuan
Date of establishment of the company: December 14, 2011
Listing date: August 21, 2017
Shenzhen stock exchange where the shares are listed
Legal representative: Zhang Bozhong
Registered address: room 1608, building 1, Zhongzheng International Plaza, No. 948, Fuyang North Road, Hefei, Anhui
Tel: 055163868248
Fax No.: 055163868248
E-mail [email protected].
Environmental protection technology development, consultation and transfer services; Construction of environmental pollution prevention and control works; Environmental engineering design; Management of environmental pollution control facilities; Design and construction of municipal solid waste treatment project; Development and sales of environmental monitoring instruments, equipment, environmental protection building materials and environmental protection protective films; Municipal Engineering (including underground pipe gallery, sponge City, etc.); The business scope of mechanical and electrical installation, automation and intellectualization is integrated engineering; Ecological Engineering (black and smelly water body, constructed wetland, soil remediation, etc.); Gardens, landscape and greening; House leasing and warehousing (excluding dangerous goods); Operation of environmental pollution control facilities (limited to branches); Waste incineration power generation and agricultural and forestry waste (biomass) power generation; Solid waste disposal (excluding dangerous goods); Kitchen waste and sludge treatment; Urban and rural sanitation integration project.
(for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
2、 History of the company
(I) establishment of the company
The predecessor of the issuer was Anhui Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) Technology Co., Ltd. established on December 14, 2011. The registered capital of the company at the time of its establishment was 20 million yuan, which was subscribed by Zhongchen investment and Zhang Bozhong in currency of 12 million yuan and 8 million yuan respectively. The capital contribution is paid in two times. Huapu Tianjian issued the capital verification report (hyz [2011] No. 4719) on December 10, 2011 and the capital verification report (hyz [2012] No. 1172) on March 26, 2012 to verify the capital contribution.
On December 14, 2011, Hefei Administration for Industry and Commerce issued the business license for enterprise legal person with registration number of 3401 Shenzhen Fountain Corporation(000005) 97706 to the issuer.
(II) overall change to a joint stock limited company
On April 17, 2015, all the promoters of Zhang Bozhong, Zhongchen investment and Zhongguan investment held the founding meeting of the joint stock company and unanimously agreed that Zhonghuan Co., Ltd. was changed to Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) . According to the audit report [2015] No. 2083 issued by Huapu Tianjian, Zhonghuan Co., Ltd. converted its audited net assets of 631846 million yuan as of February 28, 2015 into capital stock of 50 million yuan, with a par value of 1 yuan per share, and the remaining 131846 million yuan was included in the capital reserve as the capital stock premium. On April 15, 2015, Huapu Tianjian issued the capital verification report (hyz [2015] No. 2333) to verify the above contribution. On April 29, 2015, the company completed the industrial and commercial change registration procedures in Hefei Administration for Industry and commerce, with a registered capital of 50 million yuan.
(III) initial public offering and listing
With the approval of China Securities Regulatory Commission's zjxk [2017] No. 1361 document, the issuer publicly issued 26.67 million RMB common shares. This offering adopts the combination of offline inquiry and placement to stock placement objects and online pricing issuance to social public investors, with the issue price of 8.78 yuan / share.
With the consent of the notice on the listing of Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) RMB common shares on the gem of Shenzhen Stock Exchange (SZS [2017] No. 517), the RMB common shares issued by the issuer are listed on the gem of Shenzhen Stock Exchange, with the stock abbreviation of " Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) " and the stock code of " Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) "; The company's 26.67 million RMB common shares issued this time have been listed and traded on the gem of Shenzhen Stock Exchange since August 21, 2017.
(V) changes in equity structure since listing
The company was listed and traded on the gem of Shenzhen Stock Exchange on August 21, 2017. On April 20, 2018, after the deliberation and approval of the 2017 annual general meeting of shareholders of the company, with 106670000 shares as the base, 0.50 yuan (including tax) was distributed to all shareholders for every 10 shares, the remaining undistributed profits were carried forward to the next year, and 5 shares were added to all shareholders for every 10 shares with the capital reserve. In June 2018, the changes in share capital caused by the company's distribution of stock dividends and the conversion of capital reserve into share capital are shown in the following table:
Share capital before conversion: 106670000 (shares)
Reasons for change in time and number of shares after change in share capital, share dividends and capital (shares) (shares)
Conversion of capital reserve to share capital in June 2018533350001 China United Network Communications Limited(600050) 0 capital reserve to share capital
On June 10, 2019, the company publicly issued 2.9 million convertible corporate bonds, with a total amount of raised funds
The amount is 290 million yuan. Convertible corporate bonds began to be converted into shares on December 16, 2019 and the conditional redemption clause was triggered on October 27, 2020. The proposal on redemption of all issued convertible corporate bonds was deliberated and adopted at the 37th meeting of the second board of directors and the 18th meeting of the second board of supervisors, and it was decided to exercise the redemption right of "Zhonghuan convertible bonds", Redeem all the "central convertible bonds" registered after the closing of the market on the redemption registration date (December 14, 2020) according to the face value of the convertible bonds plus the accrued interest of the current period (100.41 yuan / piece). On December 23, 2020, "central convertible bond" was delisted in Shenzhen Stock Exchange. As of December 31, 2020, the number of shares converted by the issuer due to convertible corporate bonds was 22669389.
Total share capital before share conversion 1 China United Network Communications Limited(600050) 00 (shares)
Convertible corporate bonds conversion start date of conversion number of shares (shares) after change share capital (shares)
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