Securities code: 002592 securities abbreviation: St baling Announcement No.: 2022-005 Nanning Baling Technology Co.Ltd(002592)
Announcement on adjusting share repurchase plan
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.
Nanning Baling Technology Co.Ltd(002592) (hereinafter referred to as “the company”) convened the 14th meeting of the 6th board of directors and the 11th meeting of the 6th board of supervisors on January 18, 2022, deliberated and adopted the proposal on adjusting the share repurchase scheme, agreed to adjust the upper limit of the company’s share repurchase price and extend the repurchase period, and now the specific situation is announced as follows:
1、 Basic information of share repurchase scheme
On January 21, 2021, the company held the sixth meeting of the sixth board of directors and the sixth meeting of the sixth board of supervisors, deliberated and adopted the proposal on share repurchase scheme of the company, and agreed that the company would use its own funds to repurchase part of the company’s shares in the form of centralized competitive trading, and the repurchase price of shares would not exceed RMB 4.5/share (including this number), The total amount of repurchase funds shall not be less than RMB 16 million and not more than RMB 31 million (including this amount), and the repurchase period shall not exceed 12 months from the date when the board of directors deliberates and approves the share repurchase plan. For details, please refer to China Securities Journal, Shanghai Securities News, securities times, securities daily and www.cn on January 22, 2021 and January 27, 2021 info. com. cn. Announcement on share repurchase scheme of the company (Announcement No.: 2021-008) and repurchase report (Announcement No.: 2021-011).
2、 Implementation of share repurchase plan
As of the disclosure date of this announcement, the company has repurchased 2968500 shares of the company through the special securities account for share repurchase through centralized bidding transaction, accounting for 1.05% of the total share capital of the company, of which the maximum transaction price is 3.65 yuan / share, the minimum transaction price is 2.88 yuan / share, and the total transaction amount is 9976245 yuan (excluding transaction costs). 3、 Adjustment of share repurchase plan
(I) purpose of adjustment of share repurchase plan
In view of the fact that the stock price of the company has been continuously higher than the upper limit of the repurchase price specified in the original repurchase plan, if the price is not adjusted
According to the adjustment, the repurchase program will not continue to be implemented. In order to continue to promote the share repurchase and ensure the investment
For the benefit of investors, the company plans to adjust the repurchase price ceiling of the repurchase scheme and extend the repurchase period to ensure the
The repurchase program was successfully implemented.
(II) adjustment contents of share repurchase plan
Considering the market and its actual situation, the company plans to adjust the repurchase plan as follows:
After adjustment and adjustment
content
The price of the shares repurchased shall not exceed RMB 4.5/share, and the price of the shares repurchased this time shall not exceed RMB 10 / share, The price ceiling of the repurchased shares does not exceed the price approved by the board of directors. The price ceiling of the repurchased shares does not exceed the price approved by the board of directors. The company’s shares have passed the range of 30 trading days before the resolution of the repurchase plan is adjusted
150% of the average trading price… 150% of the average trading price of the company’s shares
The implementation period of the share repurchase shall be extended from the date when the board of directors of the company considers the implementation period of the share repurchase to the date when the original implementation period of the share repurchase is actually approved by the repurchase plan, which shall not exceed the expiration date of 12 months (January 20, 2022). The implementation period shall be 12 months to January 20, 2023
In addition to the above adjustments, other contents of the share repurchase plan remain unchanged.
4、 Impact of adjustment of share repurchase plan on the company
This repurchase plan adjustment is based on the company’s recent stock price performance and comprehensive consideration of the market and its own actual situation
The prudent decision made by the company will not have a material impact on the company’s share repurchase and will not affect the company’s debt
The ability to perform and the ability to continue as a going concern have a significant adverse impact, will not affect the company’s listing status, and there is no
Damage to the interests of the company and all shareholders.
5、 Decision making procedure for adjustment of share repurchase scheme
On January 18, 2022, the company held the 14th meeting of the 6th board of directors and the 6th meeting of the 6th board of supervisors
At the 11th meeting, the proposal on adjusting the share repurchase plan was considered and adopted, and the independent directors
Expressed independent opinions on the whole matter. According to the articles of association and other relevant provisions, the above matters shall be approved by the board of directors
Within the scope of authority, it is not necessary to submit it to the general meeting of shareholders for deliberation.
6、 Opinions of independent directors
1. The adjusted repurchase plan complies with the company law, the securities law, the rules for share repurchase of listed companies, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 9 – share repurchase, the articles of association and other relevant provisions.
2. The adjusted repurchase plan is a prudent decision based on the company’s recent stock price performance and comprehensive consideration of the market and its own actual situation, which is conducive to the smooth implementation of the company’s share repurchase, will not have a significant impact on the company’s operation, finance and future development, and will not cause the company’s equity distribution after repurchase to be inconsistent with the listing conditions.
3. The review and decision-making procedures of the adjusted repurchase plan are legal and compliant, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders.
In conclusion, we believe that the company’s adjusted repurchase plan is legal and compliant, in line with the interests of the company and all shareholders, and agree to adjust the repurchase plan.
7、 Uncertainty risk of share repurchase scheme
The purpose of adjusting the repurchase price ceiling and repurchase period is to promote the smooth implementation of the repurchase plan, which does not constitute a commitment or guarantee for the company’s stock price. In addition, although the company adjusted the upper limit of share repurchase price, it does not rule out that the repurchase plan can not be continued due to changes in the internal and external environment such as the market. Please pay attention to the above risks.
8、 Documents for future reference
1. The resolution of the 14th meeting of the 6th board of directors signed by the attending directors and stamped with the seal of the board of directors; 2. The resolution of the 11th meeting of the 6th board of supervisors signed by the participating supervisors and stamped with the seal of the board of supervisors; 3. Independent opinions of independent directors on matters related to the 14th meeting of the 6th board of directors of the company. It is hereby announced.
Nanning Baling Technology Co.Ltd(002592) board of directors January 19, 2022
