Securities code: 603023 securities abbreviation: Harbin Viti Electronics Corp(603023) Announcement No.: 2022-004 Harbin Viti Electronics Corp(603023)
Announcement on the progress of major asset restructuring
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important content tips: this major asset restructuring can only be implemented after meeting a number of conditions, including but not limited to: after the completion of the audit, evaluation and other related work of this transaction, the company needs to convene the board of directors again to review and approve the relevant proposals of the draft of this major asset restructuring, and this transaction needs to be filed and approved by the state-owned assets supervision and administration department, It needs to be deliberated and approved by the general meeting of shareholders of the company and reported to the CSRC for approval. Whether this major asset restructuring can obtain relevant filing, approval or approval, and the final time of obtaining relevant filing, approval or approval are uncertain. Investors are reminded to pay attention to the follow-up progress announcement and pay attention to investment risks. As of the disclosure date of this announcement, in addition to the relevant risk factors disclosed in the plan, the company has not found any relevant matters that may cause the board of directors or the counterparty to cancel or suspend the major asset restructuring plan or make substantive changes to the major asset restructuring plan. 1、 Progress of this major asset restructuring
Harbin Viti Electronics Corp(603023) (hereinafter referred to as “the company”) intends to purchase Dongyang Xinyang Investment Management Co., Ltd., LV Zhuxin, Shanghai Yuer enterprise management partnership (limited partnership), LV first-class, Du Jindong, Cai Yong LV Qiaozhen holds 100% equity (hereinafter referred to as “underlying assets”) of Shanghai Feier Auto Parts Co., Ltd. (hereinafter referred to as “Feier shares”), and the company plans to raise supporting funds from non-public offering of shares of Lishui Nancheng New Area Investment Development Co., Ltd.
Due to the planning of major asset restructuring, according to the relevant provisions of Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”), upon the application of the company, the trading of the company’s shares (hereinafter referred to as: Harbin Viti Electronics Corp(603023) , stock code: 603023) will be suspended from the opening of the market on December 6, 2021. For details, see the announcement on suspension of Harbin Viti Electronics Corp(603023) planning major asset restructuring (Announcement No.: 2021-049) disclosed by the company on December 7, 2021.
On December 17, 2021, the company held the 24th Meeting of the 4th board of directors, deliberated and approved the proposal on Harbin Viti Electronics Corp(603023) issuing shares, convertible corporate bonds, paying cash to purchase assets and raising supporting funds and related party transactions and its summary, and other proposals related to this major asset reorganization, For details, see the plan for Harbin Viti Electronics Corp(603023) issuing shares, convertible corporate bonds, paying cash to purchase assets and raising supporting funds and related party transactions disclosed on December 18, 2021 and relevant announcements. The parties to the transaction signed the agreement on issuing shares, convertible corporate bonds and paying cash to purchase assets and the profit compensation agreement respectively. Upon application to the Shanghai Stock Exchange, the trading of the company’s shares resumed from the opening of the market on December 20.
On December 23, 2021, The company has received the inquiry letter on financial information disclosure of Harbin Viti Electronics Corp(603023) major asset restructuring plan (SSE Gong Han [2021] No. 3015) issued by the management department of listed companies of Shanghai Stock Exchange. For details, see the announcement on Harbin Viti Electronics Corp(603023) receiving the inquiry letter on financial information disclosure of Harbin Viti Electronics Corp(603023) major asset restructuring plan from Shanghai Stock Exchange on December 24, 2021 (Announcement No.: 2021-060). Announcement on reply to Harbin Viti Electronics Corp(603023) inquiry letter on financial information disclosure of Harbin Viti Electronics Corp(603023) major asset restructuring plan (Announcement No.: 2021-061) and relevant documents disclosed on December 25, 2021.
On December 31, 2021, the company received the inquiry letter on information disclosure of Harbin Viti Electronics Corp(603023) major asset restructuring plan issued by the management department of listed companies of Shanghai Stock Exchange (SSE Gong Han [2021] No. 3038, hereinafter referred to as the “inquiry letter”), For details, see the announcement on Harbin Viti Electronics Corp(603023) receiving the inquiry letter on information disclosure of Harbin Viti Electronics Corp(603023) major asset restructuring plan from Shanghai Stock Exchange (Announcement No.: 2021-065) disclosed on January 1, 2022. According to the requirements of the inquiry letter of Shanghai Stock Exchange, the company actively organizes relevant parties to verify and reply to relevant matters item by item as soon as possible in accordance with the requirements of the inquiry letter. The company applied to Shanghai stock exchange for extension on January 9, 2022 to reply to the inquiry letter. For details, see Harbin Viti Electronics Corp(603023) announcement on delayed reply to inquiry letter from Shanghai Stock Exchange (Announcement No.: 2022-001) disclosed on January 10, 2022. As the reply to inquiry letter needs to be further verified and supplemented with relevant materials, the company applied to Shanghai stock exchange for an extension of reply to inquiry letter again on January 17, 2022. For details, see Harbin Viti Electronics Corp(603023) announcement on further delaying the reply to the inquiry letter of Shanghai Stock Exchange (Announcement No.: 2022-003) II. Follow up work arrangement of this transaction disclosed by the company on January 18, 2022
As of the disclosure date of this announcement, matters related to the company’s major asset restructuring are being actively promoted, the due diligence, audit and evaluation of the company and relevant intermediary service institutions are being carried out in an orderly manner, and the audit and evaluation have not been fully completed. 3、 Risk tips
This major asset reorganization still needs to be submitted to the board of directors of the company for deliberation after the completion of relevant audit and evaluation, to fulfill the filing and approval of this transaction by the state-owned assets supervision and administration department, to the general meeting of shareholders of the company for deliberation, and to the China Securities Regulatory Commission for approval. Whether the company’s major asset restructuring can be approved above and the final approval time are uncertain.
The company will perform follow-up information disclosure procedures in accordance with relevant laws and regulations, and announce the latest progress of the reorganization once a month after the disclosure of the transaction plan and before the notice of the general meeting of shareholders to consider the reorganization. The information disclosure media designated by the company are China Securities News, Shanghai Securities News, Securities Daily, securities times and the website of Shanghai Stock Exchange (www.sse. Com. CN.). All information of the company shall be subject to the information published in the above designated newspapers and websites. Please pay attention to the company’s announcement and pay attention to investment risks.
It is hereby announced.
Harbin Viti Electronics Corp(603023) board of directors January 18, 2022