Securities code: 002979 securities abbreviation: China Leadshine Technology Co.Ltd(002979) Announcement No.: 2022-004 China Leadshine Technology Co.Ltd(002979)
Pre disclosure announcement on the reduction of shares held by shareholders holding more than 5% of the company
The shareholder Suqian Hesai Enterprise Management Co., Ltd. guarantees that the information disclosed 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 information disclosed is true, accurate and complete without false records, misleading statements or major omissions. Special tips:
China Leadshine Technology Co.Ltd(002979) (hereinafter referred to as “the company”), a shareholder holding more than 5%, Suqian Hesai Enterprise Management Co., Ltd. (hereinafter referred to as “Hesai”) holds 18346030 shares of the company, accounting for 6.08% of the total share capital of the company. The shares held by Hesai are the shares held by the company before its initial public listing and the shares obtained from the conversion of capital reserve into share capital. Due to the capital needs of hesain, it is planned to reduce the company’s shares by block trading within 6 months after 3 trading days from the date of disclosure of this announcement, i.e. from January 20, 2022 to July 19, 2022, which shall not exceed 3266130 shares, i.e. not more than 1.08% of the company’s total share capital. During the implementation of the reduction plan, if the company has issues such as share distribution, conversion of capital reserve into share capital, share allotment, etc., the number of shares reduced by Hesai shall be adjusted accordingly.
1、 Basic information of shareholders
As of the disclosure date of this announcement, Hesai holds 18346030 shares of the company, accounting for 6.08% of the total share capital of the company.
2、 Main contents of this reduction plan
(I) share reduction plan
1. Reason for reduction: capital demand of shareholders
2. Source of share reduction: shares before initial public offering and shares obtained by converting capital reserve into share capital
3. Reduction method: block trading method
4. Reduction time: January 20, 2022 to July 19, 2022 (no reduction in the window period)
5. Mode, quantity and proportion of shares to be reduced:
Planned reduction of shares planned reduction of shares planned reduction of shares the number of shareholders’ names of planned reduction of shares shall not exceed the proportion of the number of individuals to the total (shares) of the company
Suqian Hesai Enterprise Management Co., Ltd. 3266130 17.80% 1.08%
Note: if there are share changes such as share distribution and conversion of capital reserve into share capital during this period, the upper limit of the above number of shares shall be adjusted accordingly. 6. Reduction price: according to the secondary market price at the time of reduction, and the reduction price shall not be lower than the issuance price at the time of initial public offering and listing of the company (if ex rights and ex interests are carried out due to the distribution of cash dividends, share distribution, conversion of capital reserve to share capital and other reasons, they shall be adjusted accordingly in accordance with the relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange).
(II) commitment and performance
The commitments made by the company’s shareholders and sais in the prospectus for initial public offering and listing: 1. The company will hold the company’s shares in accordance with laws, regulations, rules and regulatory requirements, and will strictly fulfill the commitment on locking the company’s shares disclosed in the prospectus for initial public offering and listing of the company.
2. If the company reduces its shares within two years after the expiration of the lock-in period of holding the company’s shares, the reduction price shall not be lower than the issue price at the time of the company’s initial public offering. In case of ex rights and ex interests due to the company’s distribution of cash dividends, share distribution, conversion of share capital, issuance of new shares and other reasons, the above issuance price and the number of shares reduced shall be adjusted accordingly in accordance with the relevant provisions of the stock exchange.
3. The way of reducing the company’s shares shall comply with the provisions of relevant laws, regulations, rules and the rules of the stock exchange. The ways of reducing shares include but are not limited to bidding trading in the secondary market, block trading, agreement transfer, etc.
4. When the company reduces its shares and the company is still a shareholder holding more than 5% of the company’s shares, the company shall inform the company at least five trading days in advance, make an announcement three trading days in advance, and actively cooperate with the company’s announcement and other information disclosure; If the company plans to reduce its shares through centralized bidding trading at the stock exchange, it shall disclose the reduction plan in advance in accordance with relevant regulations 15 trading days before the first sale.
5. The company strictly abides by the company law, securities law and other laws and regulations, normative documents and relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange.
If the company obtains (excess) income due to failure to fulfill the above commitments, the income shall belong to the company, and it will pay the above income to the account designated by the company within five days of obtaining the income. If losses are caused to the company or other investors due to its failure to fulfill the above commitments, it will be liable for compensation to the company or other investors according to law.
As of the date of this announcement, Hesai has strictly complied with the above commitments.
3、 Relevant risk tips
1. There is uncertainty in the implementation of the share reduction plan: the above-mentioned shareholders will decide whether to implement the share reduction plan according to their own situation, market situation, company stock price, etc; At the same time, there is uncertainty whether it can be completed on schedule.
2. The above reduction shareholders are not the controlling shareholders or actual controllers of the company. The share reduction plan is the normal reduction of shareholders, will not lead to the change of control of the listed company, and will not have a significant impact on the corporate governance structure, equity structure and future sustainable operation.
3. The company will continue to pay attention to the progress of the reduction plan, urge the above reduction shareholders to strictly abide by the securities law, several provisions on the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, and the implementation rules for the reduction of shares by shareholders, directors, supervisors and senior managers of listed companies, The company’s shareholders and SAIC will implement the reduction in strict accordance with relevant laws, regulations and regulatory requirements, timely disclose the progress and fulfill the obligation of information disclosure.
Please make reasonable judgment and rational investment.
4、 Documents for future reference
1. Notification letter of shareholders Hesai on share reduction plan of the company
It is hereby announced.
China Leadshine Technology Co.Ltd(002979) board of directors
January 15, 2022