Securities code: 300133 securities abbreviation: Zhejiang Huace Film And Tv Co.Ltd(300133) Announcement No.: 2022-005 Zhejiang Huace Film And Tv Co.Ltd(300133)
Announcement on completion of share repurchase and share change of the company
The company and all members of its board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Zhejiang Huace Film And Tv Co.Ltd(300133) (hereinafter referred to as “the company”) deliberated and adopted the proposal on share repurchase plan of the company at the 15th meeting of the Fourth Board of directors held on August 26, 2021, and agreed to use its own funds of RMB 100 million to 150 million (including this amount) within 6 months from the date when the board of directors deliberated and adopted the share repurchase plan, Buy back part of the public shares of the company in the form of centralized bidding transaction at no more than RMB 7 / share (including this number) for the implementation of equity incentive plan or employee stock ownership plan. For details, please refer to the report on repurchase of company shares (2021-060) published on cninfo.com on September 24, 2021.
As of January 14, 2022, the company’s share repurchase plan has been implemented. In accordance with the company law, the securities law and the detailed rules for the implementation of share repurchase by listed companies of Shenzhen Stock Exchange (hereinafter referred to as the “detailed rules”), the results of this repurchase and changes in shares are hereby announced as follows:
1、 Implementation of share repurchase
1. On November 3, 2021, the company implemented the repurchase plan for the first time through the company’s special securities repurchase account in the form of centralized bidding transaction. For details, see the announcement on initial repurchase of company shares (Announcement No.: 2021-072) disclosed by the company on cninfo.com on November 3, 2021.
2. According to the implementation rules and other relevant provisions, during the repurchase period, the company disclosed the progress announcement on repurchase of company shares (Announcement No.: 2021-071, 2021-074 and 2022-001) on November 2, 2021, December 2 and January 6, 2022 respectively. See the relevant announcement disclosed by the company on cninfo.com for details.
3. As of January 14, 2022, the company has repurchased 15743000 shares of the company through the special securities account for stock repurchase through centralized bidding transaction, accounting for 0.83% of the total share capital of the company. The maximum transaction price is 6.99 yuan / share, the minimum transaction price is 5.56 yuan / share, and the total amount paid is 100359555 yuan (excluding transaction costs).
On January 12, 2022, due to the lack of staff experience and operational errors, the company entrusted 829200 shares half an hour before the closing, and 348100 shares were actually traded, with the actual transaction amount of RMB 2308451, accounting for 2.31% of the lower limit and 1.54% of the upper limit of the total share repurchase plan. The above entrustment belongs to the repurchase entrustment carried out within half an hour before the closing, which violates the provisions of Article 19 of the implementation rules. The company apologizes and will take this as a warning. In addition to the above, the time, price and quantity of the company’s share repurchase comply with the relevant provisions of Articles 17, 18 and 19 of the implementation rules.
This repurchase conforms to the company’s established repurchase plan, and the share repurchase plan has been implemented.
2、 Explanation on whether there is any difference between the implementation of this share repurchase and the repurchase plan
Since the company’s board of directors deliberated and approved the repurchase plan, the company actively implemented the repurchase according to the overall capital planning and the stock situation in the secondary market. The number of shares actually repurchased, the repurchase price, the total amount of funds used and the implementation period of repurchased shares are not different from the repurchase plan considered and approved by the board of directors.
3、 Shares bought and sold by relevant entities during the repurchase period
The changes in the company’s shares held by the company’s controlling shareholders, actual controllers and persons acting in concert, directors, supervisors and senior managers from the date of first disclosure of the repurchase plan to the completion of the repurchase are as follows:
On December 24, 2021, the company disclosed the pre disclosure announcement on the share reduction plan of controlling shareholders, actual controllers and company executives on cninfo.com (Announcement No.: 2021-080). The controlling shareholders of the company, Hangzhou dace Investment Co., Ltd., Mr. Fu Meicheng, actual controller and Ms. Fu Binxing, vice president, plan to conduct centralized bidding transaction The total reduction of 76042948 shares by block trading or other legal means shall not exceed 4.01% of the company’s total share capital (excluding the number of shares in the company’s special repurchase account).
On December 30, 2021, the controlling shareholder of the company, Hangzhou dace Investment Co., Ltd., the actual controller, Mr. Fu Meicheng, and Ms. Fu Binxing, vice president, reduced a total of 24751204 shares of the company through block trading, accounting for 1.31% of the total share capital of the company (excluding the number of shares in the company’s special repurchase account). For details, see the announcement on the reduction of 1% of the company’s shares by controlling shareholders, actual controllers and company executives (Announcement No.: 2021-081) disclosed on cninfo.com on December 30, 2021.
The trading behavior of the above personnel complies with the relevant reduction rules. In addition to the above circumstances, the controlling shareholders, actual controllers and persons acting in concert, directors, supervisors and senior managers of the company did not buy or sell the company’s shares from the date of first disclosure of the repurchase plan to the completion of the repurchase.
4、 Changes in shares of the company
Before and after the share repurchase, the changes of the company’s shares are as follows:
Nature of shares before and after this repurchase
Quantity proportion (%)
1、 Shares with limited sales conditions 282569840 14.86 282569840 14.86
Including: special securities account for repurchase — 15743000 0.83
household
2、 Shares without sale conditions 1618503861 85.14 1602760861 84.31
3、 Total number of shares 1901073701 100.00 1901073701 100.00
5、 Impact of this share repurchase on the company
The company’s share repurchase will not have a significant impact on the company’s finance, operation, project development, debt performance ability and future development.
After the implementation of this repurchase, the company’s control will not change, nor will it change the company’s status as a listed company. The equity distribution still meets the listing conditions.
6、 Other instructions
The time and number of shares repurchased by the company and the entrusted period of centralized bidding transaction comply with the provisions of Articles 17, 18 and 19 of the implementation rules and the established plan of the company for this share repurchase. The requirements of the implementation rules on sensitive period, repurchase quantity and rhythm and trading entrustment period are as follows:
1. The company shall not repurchase shares during the following periods:
(1) Within ten trading days before the announcement of the company’s regular report, performance forecast or performance express;
(2) From the date of occurrence of major events that may have a significant impact on the stock trading price of the company or in the decision-making process to two trading days after disclosure according to law;
(3) Other circumstances prescribed by the CSRC.
2. The company shall not entrust to buy back shares during the following trading hours: opening call auction; Within half an hour before the closing; There is no limit on the rise or fall of stock prices. The price at which the company repurchases shares shall not be the price limited by the trading increase of the shares on the same day.
As mentioned above, on January 12, 2022, due to the lack of staff experience and operational errors, the company entrusted 829200 shares half an hour before the closing, and 348100 shares were actually traded, with an actual transaction amount of 2308451 yuan, accounting for 2.31% of the lower limit and 1.54% of the upper limit of the total share repurchase plan. The above entrustment belongs to the repurchase entrustment carried out within half an hour before the closing, which violates the provisions of Article 19 of the implementation rules. The company apologizes and will take this as a warning to avoid similar situations.
3. The cumulative trading volume of the company’s shares in the five trading days before the date of the first share repurchase (November 3, 2021) is 57.1 million shares. The number of shares repurchased by the company every five trading days does not exceed 25% (i.e. 14.275 million shares) of the cumulative trading volume of the company’s shares in the five trading days before the date of the first share repurchase.
7、 Subsequent arrangements for repurchased shares
The repurchased shares are deposited in the special securities account for repurchasing shares of the company. According to the repurchase plan considered and approved by the board of directors of the company, the repurchased shares of the company are intended to be used for the implementation of equity incentive plan or employee stock ownership plan. If the company fails to implement the above purposes within 36 months after the completion of share repurchase, the unimplemented part will be cancelled according to law.
It is hereby announced.
Zhejiang Huace Film And Tv Co.Ltd(300133) board of directors January 16, 2022
