Lezhi Holdings Group Co., Ltd.
Announcement on Anticipated Triggering of Downward Adjustment Condition for Conversion Price
This announcement is made by Lezhi Holdings Group Co., Ltd. and its board of directors. The content is true, accurate, and complete, with no false records, misleading statements, or material omissions.
Special Reminder:
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Security Code: 002398 Security Abbreviation: Lezhi Group
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Bond Code: 127062 Bond Abbreviation: Lezhi Convertible Bond
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Conversion Price: RMB 7.56 per share
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Conversion Period: October 27, 2022 to April 20, 2028
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From July 30, 2026 to August 12, 2026, the company's stock closing price was below 85% of the current conversion price for 10 out of 30 consecutive trading days, which is expected to trigger the downward adjustment condition for the conversion price. If the conversion price adjustment condition is triggered, the company will promptly fulfill the subsequent deliberation procedures and information disclosure obligations in accordance with the relevant regulations of the Shenzhen Stock Exchange and the provisions of the prospectus.
I. Issuance and Listing of Convertible Corporate Bonds
(I) Convertible Bond Issuance
Approved by the China Securities Regulatory Commission's Permit [2022] No. 409, "Approval for the Public Offering of Convertible Corporate Bonds by Lezhi Holdings Group Co., Ltd.", the company was approved to issue 3,963,000 convertible corporate bonds, with a total raised capital of RMB 396,300,000.00. After deducting issuance expenses of RMB 5,839,448.12 (excluding VAT), the net proceeds were RMB 390,460,551.88.
(II) Convertible Bond Listing
With the approval of the Shenzhen Stock Exchange, the company's convertible corporate bonds were listed and traded on the Shenzhen Stock Exchange starting from May 20, 2022, with bond code "127062" and bond abbreviation "Lezhi Convertible Bond".
(III) Convertible Bond Conversion Period
The conversion period for the convertible bonds issued shall commence from the first trading day six months after the end of the convertible bond issuance date (April 27, 2022, T+4 day) until the maturity date of the convertible bonds, i.e., from October 27, 2022, to April 20, 2028.
(IV) Adjustment of Convertible Bond Conversion Price
- In accordance with the resolution of the company's 2021 Annual General Meeting of Shareholders, the company implemented the 2021 annual equity distribution plan: based on the total share capital of 720,230,406 shares as of April 28, 2022, a cash dividend of RMB 0.80 per 10 shares (including tax) was distributed to all shareholders. No bonus shares were issued, nor were capital reserves capitalized. According to the relevant clauses of the "Prospectus for the Public Offering of Convertible Corporate Bonds by Lezhi Holdings Group Co., Ltd." and the relevant regulations of the China Securities Regulatory Commission on the public offering of convertible corporate bonds, the conversion price of "Lezhi Convertible Bond" was adjusted to RMB 7.74 per share, effective from June 8, 2022. For details, please refer to the "Announcement on the Adjustment of the Conversion Price of Lezhi Convertible Bond" (Announcement No.: 2022-049) published by the company on Juchao Information Network (www.cninfo.com.cn) on June 8, 2022.