Securities code: 300655 securities abbreviation: Crystal Clear Electronic Material Co.Ltd(300655) Announcement No.: 2022-012 bond Code: 123031 bond abbreviation: Jingrui convertible bond
Bond Code: 123124 bond abbreviation: jingruizhuan 2
Crystal Clear Electronic Material Co.Ltd(300655)
Suggestive announcement on not redeeming “Jingrui convertible bonds” in advance
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.
1、 Basic information on issuance and listing of convertible bonds
With the approval of “zjxk [2019] No. 687” document of China Securities Regulatory Commission, Crystal Clear Electronic Material Co.Ltd(300655) (formerly known as Suzhou Jingrui Chemical Co., Ltd., hereinafter referred to as “the company”) issued 1.85 million convertible corporate bonds (hereinafter referred to as “convertible bonds”) to the public on August 29, 2019, with a face value of 100 yuan each, a total issuance amount of 185 million yuan and a term of 6 years. With the consent of “SZS [2019] No. 580” document of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”), the company’s 185 million yuan convertible bonds will be listed and traded on Shenzhen Stock Exchange from September 26, 2019. The bonds are referred to as “Jingrui convertible bonds” and the bond code is “123031”. The conversion period of “Jingrui convertible bonds” is from March 5, 2020 to August 28, 2025.
2、 Conditional redemption terms of corporate convertible bonds
According to the company’s prospectus for public issuance of convertible corporate bonds on GEM (hereinafter referred to as the “prospectus”): “During the conversion period, when either of the following two situations occurs, the company has the right to decide to redeem all or part of the convertible bonds that have not been converted according to the face value of the bonds plus the accrued interest in the current period: 1. During the conversion period of the convertible bonds issued this time, if the closing price of the company’s A-share shares for at least 15 consecutive trading days is not less than 1% of the current conversion price 30% (including 130%);
If the conversion price has been adjusted within the above 30 trading days, it shall be calculated according to the conversion price and closing price before the conversion price adjustment day, and according to the adjusted conversion price and closing price on the conversion price adjustment day and subsequent trading days.
2. When the balance of convertible bonds issued this time is less than 30 million yuan. “
3、 Achievement of conditional redemption terms of corporate convertible bonds
The closing price of the company’s shares for 15 consecutive trading days from December 28, 2021 to January 18, 2022 is not less than 130% of the current conversion price of “Jingrui convertible bonds” (i.e. 10.13 yuan / share), which has triggered the conditional redemption clause of “Jingrui convertible bonds”.
4、 Reasons and deliberation procedures for the non early redemption of the company’s convertible bonds
The company held the 57th meeting of the second board of directors on January 18, 2022, and deliberated and adopted the proposal on not redeeming “Jingrui convertible bonds” in advance. Considering that the “Jingrui convertible bonds” will be converted into shares since March 5, 2020, and the conversion time is relatively short, combined with the current market conditions and in consideration of protecting the interests of investors, The board of directors of the company decided not to exercise the early redemption right of “Jingrui convertible bonds” and not to redeem “Jingrui convertible bonds” in advance.
At the same time, the board of directors of the company comprehensively considered the current stock price performance and the latest share conversion of “Jingrui convertible bonds” and decided that within three months from the date of announcement of this resolution (from January 19, 2022 to April 18, 2022), when the “Jingrui convertible bonds” trigger the conditional redemption terms, the company will not exercise the right of early redemption. Recalculating from April 19, 2022, if the conditional redemption clause is triggered again by “Jingrui convertible bonds”, the board of directors will hold a separate meeting to decide whether to exercise the early redemption right of “Jingrui convertible bonds”.
5、 The actual controllers, controlling shareholders, shareholders holding more than 5%, directors, supervisors and senior managers of the company have traded “Jingrui convertible bonds” within six months before the redemption conditions are met
It is verified that within 6 months before the redemption conditions of “Jingrui convertible bonds” are met, the actual controller, controlling shareholder, shareholders holding more than 5%, directors, supervisors and senior managers of the company do not trade “Jingrui convertible bonds”.
6、 Risk tips
As of the closing on January 18, 2022, the company’s stock price was 38.33 yuan / share, and the current conversion price of “Jingrui convertible bonds” was 10.13 yuan / share. According to the relevant provisions of the prospectus of “Jingrui convertible bonds”, the subsequent “Jingrui convertible bonds” may trigger the redemption terms again. At that time, the board of directors of the company will hold another meeting to decide whether to exercise the early redemption right of “Jingrui convertible bonds”.
Please pay attention to the secondary market transaction risk of “Jingrui convertible bonds” and invest prudently.
It is hereby announced.
Crystal Clear Electronic Material Co.Ltd(300655) board of directors January 18, 2022
