The board of directors of Midea Electric Co., Ltd. and all directors guarantee that the content of this announcement does not contain false records, misleading statements, or major omissions, and bear individual and joint responsibility for the authenticity, accuracy, and completeness of its content.
This announcement serves to explain matters related to the implementation of the cash option and does not constitute advice for investors to exercise the cash option.
Special Reminders
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The company's stock (stock code: 000527) has been suspended from trading since August 15, 2013. Following this, Midea Electric shares will enter the cash option distribution, exercise declaration, and settlement phase, and will no longer be traded. After the cash option is completed, the company will apply to the Shenzhen Stock Exchange for the removal of its stock, and the shares held by shareholders will be converted into shares of Midea Group listed and traded on the Shenzhen Stock Exchange.
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On August 16, 2013, the company distributed cash options to dissenting shareholders of Midea Electric registered after the market close on the cash option registration date (August 14, 2013). A total of 560,138 cash options were actually distributed.
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Shareholders who receive cash options can declare to exercise their cash options in full or in part during the declaration period (from August 19 to August 23, 2013, trading days from 9:30 AM to 11:30 AM and 1:00 PM to 3:00 PM). Successfully declared shares will be transferred to Midea Holdings at a price of 9.99 CNY per share.
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The Delta value of the rights contained in this cash option is 0.00, with an absolute value below 5%. According to the "Guidelines for Cash Options Business of Listed Companies on the Shenzhen Stock Exchange (Revised 2011)," the company will implement the cash option through manual declaration. Both the declaration and settlement of the cash option will be completed manually.
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According to the share swap absorption merger plan, the exercise price is based on the average trading price of 9.46 CNY per share over the twenty trading days prior to the announcement of the board resolution for the share swap absorption merger, with a certain premium, adjusted to 9.99 CNY per share after ex-rights and ex-dividends. On August 14, 2013 (the last trading day for the company's stock), the closing price was 14.02 CNY per share, representing a premium of 40.34% over the exercise price. Shareholders exercising the cash option will sell their shares to Midea Holdings at 9.99 CNY per share, and the cash consideration received will be subject to relevant taxes and fees. If investors exercise the cash option, it may result in certain losses; therefore, investors are advised to carefully assess the risks of exercising the cash option.
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Relevant fund managers should pay attention to ETF-related matters during Midea Group's absorption merger of Midea Electric, including but not limited to PCF lists, settlement and clearing of subscriptions and redemptions, and coordination with investors, PD securities companies, custodians, and other parties to ensure the smooth conduct of ETF-related business.
For detailed information regarding this share swap absorption merger plan, please refer to the full report and related documents published by the company on July 31, 2013, on the Shenzhen Stock Exchange website (www.szse.cn) and the Giant Tide Information website (www.cninfo.com.cn), and pay attention to relevant announcements issued by the company in a timely manner.