Announcement on the Cash Option Exercise and Implementation for the Share Swap Absorption Merger of AVIC Avionics Systems Co., Ltd.
The company and all members of the board guarantee that the content of this announcement is true, accurate, and complete, with no false records, misleading statements, or significant omissions.
Special Reminders
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AVIC Electromechanical Systems Co., Ltd. (hereinafter referred to as "the Company" or "AVIC Electromechanical") stock (stock abbreviation: AVIC Electromechanical, stock code: 002013) has been continuously suspended from trading since the market opened on February 8, 2023. It will enter the cash option distribution, exercise declaration, and settlement phase, and will not trade until the share swap is implemented and converted into the A shares of AVIC Avionics Systems Co., Ltd. (hereinafter referred to as "AVIC Avionics") listed and traded on the Shanghai Stock Exchange. Investors are advised to take note.
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On February 13, 2023, the Company distributed cash options to shareholders eligible to exercise cash options registered on the record date (February 7, 2023), totaling 1,524,232 options.
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Shareholders who received cash options can declare to exercise their options in whole or in part during the declaration period (from February 17 to February 23, 2023) between 9:30-11:30 AM and 1:00-3:00 PM, based on the cash option exercise price, and will transfer their shares to the cash option provider, AVIC Technology Co., Ltd. (hereinafter referred to as "AVIC Technology").
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As of February 7, 2023, the last trading day of the Company's stock, the closing price of AVIC Electromechanical was 10.78 CNY/share, and the cash option exercise price is 10.33 CNY/share. Shareholders who validly declare to exercise their cash options will receive cash compensation at the exercise price of 10.33 CNY/share. The reference stock price of the underlying stock (i.e., AVIC Electromechanical stock) does not exceed a 50% premium over the cash option agreed price, and the absolute value of the Delta of the rights contained in this cash option is not less than 5%. According to the relevant provisions of the "Shenzhen Stock Exchange Self-Regulatory Guidelines for Listed Companies No. 1 - Business Handling," the Company will provide cash options through the trading system (displayed as "cash options" in the system), and specific operational methods are detailed in the section "III. Method of Declaring to Exercise Cash Options."
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After the cash option distribution is completed, AVIC Electromechanical will enter the delisting process, and its stock will be converted into the A shares of AVIC Avionics based on the share swap ratio. According to the relevant provisions of the Ministry of Finance, the State Administration of Taxation, and the China Securities Regulatory Commission regarding the implementation of differentiated personal income tax policies for dividends from listed companies, individuals holding shares obtained from public offerings and transfers will be taxed based on their holding period.