Securities code: 301032 securities abbreviation: Zhejiang Xinchai Co.Ltd(301032) Announcement No. [2022-03] Zhejiang Xinchai Co.Ltd(301032)
Suggestive announcement on the listing and circulation of offline placement restricted shares in the initial public offering
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:
1. The restricted shares listed and circulated this time are Zhejiang Xinchai Co.Ltd(301032) (hereinafter referred to as “the company”) initial public offering of offline placement restricted shares;
2. The number of households whose sales restrictions are lifted this time is 8617, and the number of shares is 3107236, accounting for 1.2886% of the total share capital of the company. The sales restriction period is 6 months from the date of stock listing;
3. The lock up period of the shares lifted this time is 6 months from the date of issuance and listing of the company’s shares. The company will be listed on July 22, 2021. In case of non trading days, the listing and circulation date of the shares lifted this time is Monday, January 24, 2022.
1、 Overview of IPO offline placement shares
With the approval of China Securities Regulatory Commission on Approving the registration of Zhejiang Xinchai Co.Ltd(301032) initial public offering (zjxk [2021] No. 1870), the company issued 60283400 RMB common shares (A shares) for the first time and was listed on the gem of Shenzhen Stock Exchange on July 22, 2021. Before the IPO, the total share capital of the company was 180850000 shares. After the IPO, the total share capital of the company was 241133400 shares. Among them, 57176164 tradable shares with unlimited sales conditions accounted for 23.7114% of the total share capital after issuance, and 183957236 tradable shares with limited sales conditions accounted for 76.2886% of the total share capital after issuance.
The restricted shares listed and circulated this time are the offline placement restricted shares of the company’s initial public offering, and the lock-in period is 6 months from the date of issuance and listing of the company’s shares. The number of shares is 3107236, accounting for 1.2886% of the company’s total share capital after issuance (for details, see the company’s website on cninfo.com.cn on July 19, 2021) Results of initial public offering and listing on GEM disclosed on the public
Report), the lifting time of the ban is January 22, 2022 (postponed in case of non trading days), because January 22, 2022 is a non trading day, the listing and circulation date of the lifted restricted shares is postponed to January 24, 2022. As of the disclosure date of this announcement, the total share capital of the company is 241133400 shares, including 57176164 shares without circulation restrictions and sales restrictions, accounting for 23.7114% of the total share capital after issuance, and 183957236 shares with circulation restrictions or sales restrictions, accounting for 76.2886% of the total share capital after issuance. Since the company’s initial public offering of shares, the company has not changed the number of shares due to additional issuance of shares, repurchase and cancellation, distribution of stock dividends or conversion of capital reserve into share capital.
2、 Implementation of commitments by shareholders applying for lifting share restrictions
The restricted shares listed and circulated this time belong to the offline placement restricted shares of the initial public offering. According to the company’s announcement on initial public offering and listing on the gem, the offline issuance part adopts the proportional sales restriction method, and the offline investors promise that the sales restriction period of 10% (rounded up) of their allocated shares is 6 months from the date of the company’s initial public offering and listing. That is, 90% of the shares allocated to each placing object are sold indefinitely and can be circulated from the date when the issued shares are listed and traded in Shenzhen Stock Exchange; The sales restriction period of 10% of the shares is 6 months, which shall be calculated from the date when the shares issued this time are listed and traded in Shenzhen Stock Exchange. In addition to the above commitments, the shareholders of offline placement restricted shares applying for listing and circulation have no other special commitments. As of the disclosure date of this announcement, the shareholders applying for lifting the restrictions on sales have strictly fulfilled the above commitments, and there is no situation that the non performance of relevant commitments affects the listing and circulation of the restricted shares.
The shareholders applying for lifting the restrictions on sales did not occupy the company’s funds, and the company did not provide them with illegal guarantees.
3、 The listing and circulation arrangement of restricted shares is lifted this time
1. The listing and circulation date of the restricted shares is Monday, January 24, 2022;
2. The total number of shareholders whose sales restrictions are lifted this time is 8617;
3. The number of restricted shares released this time is 3107236, accounting for 1.2886% of the total share capital of the company after issuance; 4. The details of the application for lifting the restrictions on the sale of shares are as follows:
No. restricted condition shares held by type of restricted shares proportion of restricted shares in the total number of shares of the remaining restricted shares in this application except the number of restricted shares
1 IPO website 3107236 1.2886% 3107236 0
Placement of restricted shares under
Note: the restricted shares are not pledged or frozen this time; Among the shareholders whose restricted shares were lifted this time, no shareholder served as a director, supervisor or senior manager of the company at the same time, and no shareholder was a former director, supervisor or senior manager of the company and resigned for less than half a year.
4、 Statement of changes in equity structure
After the restrictions on the sale of restricted shares are lifted, the changes in the company’s equity structure are as follows:
Before and after this change
Increase in the proportion of class shares and decrease in the proportion of shares (shares) (%) (shares) (%)
1、 Unlimited sales conditions flow 57176164 23.7114 3107236 / 60283400 25.0000 shares
2、 Limited sale condition flow 183957236 76.2886/3107236 180850000 75.0000 ordinary shares
Including: 3107236 1.2886/3107236 0.0000 shares restricted after the initial offering
Pre IPO limited to 180850000 75.0000 / / 180850000 75.0000 shares
Total 2411133400 100.0000 3107236 3107236 2411133400 100.0000
5、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that the number of shares and the time of listing and circulation of the company’s application for listing and circulation of restricted shares comply with the measures for the administration of securities issuance and listing recommendation business The requirements of relevant provisions such as Shenzhen Stock Exchange GEM Listing Rules (revised in December 2020) and Shenzhen Stock Exchange listed companies’ self regulatory guidelines No. 2 – standardized operation of GEM listed companies, as well as the contents of shareholders’ commitments; The shareholders of the company who lifted the restricted shares this time strictly fulfilled their relevant commitments made in the initial public offering; The company’s information disclosure related to the restricted shares is true, accurate and complete.
In conclusion, the sponsor has no objection to the listing and circulation of the company’s offline placement restricted shares.
6、 Documents for future reference
1. Application for listing and circulation of restricted shares;
2. Application form for listing and circulation of restricted shares;
3. Share capital structure statement and list of restricted shares;
4. Verification opinions of Guosen Securities Co.Ltd(002736) on the listing and circulation of Zhejiang Xinchai Co.Ltd(301032) offline placement restricted shares issued by Guosen Securities Co.Ltd(002736) .
It is hereby announced.
Zhejiang Xinchai Co.Ltd(301032) board of directors January 19, 2022
