002526SZSE
🚨 Material Event

Shandong Mine Machinery Group Co., Ltd. 2024 Plan for Issuance of A-Shares to Specific Targets (Revised Draft)

✨ AI Summary

Shandong Mine Machinery Group plans to issue A-shares to a specific target, Zhao Huatao, to raise up to 300 million RMB for replenishing working capital. The issuance price will be determined based on the average trading price of the company's shares in the 20 days prior to the issuance date. Following the issuance, Zhao Huatao and his father, Zhao Duxue, will jointly control the company. The plan is subject to shareholder approval and regulatory registration.

Summary generated by AI · Always verify with source document

Full Translation

AI Translation· gemini_document

Issuer Statement

  1. The Company and all members of the Board of Directors guarantee that the contents of this plan are true, accurate, and complete, and confirm that there are no false records, misleading statements, or major omissions, and assume individual and joint legal liability for the truthfulness, accuracy, and completeness of the contents of this plan.

  2. This plan is prepared in accordance with the "Administrative Measures for the Issuance of Securities by Listed Companies" and other laws, regulations, and normative documents.

  3. After the completion of this issuance of shares to specific targets, the Company is solely responsible for changes in its operations and earnings; investors are solely responsible for investment risks arising from this issuance of shares to specific targets.

  4. This plan is the Board of Directors' explanation of this issuance of shares to specific targets; any statement to the contrary is a false statement.

  5. If investors have any questions, they should consult their stockbroker, lawyer, professional accountant, or other professional advisor.

  6. The matters described in this plan do not represent a substantive judgment, confirmation, approval, or verification by the approval authorities regarding matters related to this issuance of shares to specific targets. The effectiveness and completion of the matters related to this issuance of shares to specific targets described in this plan are subject to the deliberation and approval of the Company's general meeting of shareholders, the review and approval of the Shenzhen Stock Exchange, and the registration consent of the China Securities Regulatory Commission before they can be implemented.

Special Notice

The terms or abbreviations used in this section have the same meanings as those defined in this plan.

  1. The relevant matters for this issuance of shares to specific targets have been deliberated and approved by the Company's 2024 Second Extraordinary Meeting of the Sixth Board of Directors, the 2024 Second Extraordinary General Meeting of Shareholders, the 2025 First Extraordinary General Meeting of Shareholders, and the 2026 Third Extraordinary Meeting of the Sixth Board of Directors. This issuance of shares to specific targets still needs to be reviewed and approved by the Shenzhen Stock Exchange and registered by the China Securities Regulatory Commission before it can be implemented.

  2. The target of this issuance of shares to specific targets is Zhao Huatao, who will subscribe for the shares issued by the Company in cash in RMB. The total amount of funds raised from this issuance of shares to specific targets shall not exceed 300 million RMB (inclusive). After deducting relevant issuance expenses, the net proceeds are intended to be used entirely to supplement working capital.

  3. The pricing base date for this issuance of shares to specific targets is the first day of the issuance period.

The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days prior to the pricing base date (average trading price for the 20 trading days prior to the pricing base date = total trading volume of shares for the 20 trading days prior to the pricing base date / total trading volume of shares for the 20 trading days prior to the pricing base date). If the Company's shares undergo ex-rights or ex-dividend events such as dividend distribution, bonus shares, or capitalization of capital reserves between the pricing base date and the issuance date, the issuance price for this issuance to specific targets will be adjusted accordingly.

  1. The number of shares to be issued is determined by dividing the total amount of raised funds by the issuance price, with the number of subscribed shares not exceeding 162,162,162 shares (inclusive), and not exceeding 30% of the Company's total share capital before this issuance to specific targets. The final upper limit of the issuance quantity shall be subject to the upper limit of the issuance quantity approved by the China Securities Regulatory Commission. Within the aforementioned scope, the final issuance quantity shall be determined by the Board of Directors in accordance with the authorization of the general meeting of shareholders, combined with the final issuance price and in consultation with the sponsor (lead underwriter).

Sign in to read the full translation

Free accounts get 10 full releases per month. Pro subscribers get unlimited access.