Zanyu Technology Group Co., Ltd. (hereinafter referred to as "the Company") and all members of the Board of Directors guarantee that the content of this announcement is true, accurate, and complete, and bear responsibility for any false records, misleading statements, or significant omissions in the announcement.
Important Content Reminder:
-
The Company intends to use its own funds or special bank loan funds to repurchase part of the A-shares issued domestically through centralized bidding trading, for the purpose of implementing equity incentives or employee stock ownership plans in the future. The repurchase price will not exceed RMB 18.70 per share (inclusive), which is 150% of the average trading price of the Company's shares over the 30 trading days prior to the board's approval of the repurchase plan. The total amount for the repurchase will be no less than RMB 100 million (inclusive) and no more than RMB 200 million (inclusive), with the specific total amount determined by the actual funds used at the end of the repurchase. Based on the lower limit of RMB 100 million, the estimated number of shares to be repurchased is 5,347,593 shares, accounting for approximately 1.14% of the Company's total issued share capital; based on the upper limit of RMB 200 million, the estimated number of shares to be repurchased is 10,695,186 shares, accounting for approximately 2.27% of the Company's total issued share capital. The repurchased shares will be A-shares issued domestically and will be used for future equity incentives or employee stock ownership plans. The number of shares repurchased will not exceed 10% of the Company's total issued shares, with the specific number determined by the actual number of shares repurchased at the end of the repurchase period. The repurchase period is set for 12 months from the date of the board's approval of the repurchase plan.
-
The repurchase plan has been approved by the fifth meeting of the seventh board of directors. According to the provisions of the Articles of Association, the repurchase of shares falls within the authority of the board of directors and does not require submission to the shareholders' meeting for approval.
-
The Company has opened a special securities account for the repurchase at the Shenzhen branch of China Securities Depository and Clearing Corporation Limited, which will only be used for this repurchase.
-
Risk Warning:
(1) The repurchase plan may face risks of not being smoothly implemented due to the Company's stock price exceeding the repurchase price limit during the repurchase period;
(2) The repurchase of shares may be subject to changes or termination of the plan due to significant changes in the Company's production, operation, financial status, or external objective circumstances;
(3) There may be new regulations and requirements issued by regulatory authorities regarding the repurchase of shares by listed companies, which may require adjustments to the repurchase plan during implementation.
According to the Company Law, Securities Law, Shenzhen Stock Exchange Listing Rules, and other relevant laws, regulations, and normative documents, as well as the provisions of the Articles of Association, the Company has prepared this repurchase report for the repurchase of part of the public shares, with specific content as follows:
1. Main Content of the Repurchase Plan
(1) Purpose and Use of the Repurchased Shares
Considering the Company's operating conditions, business development prospects, financial status, and future profitability, the Company intends to use its own funds or special loan funds to repurchase shares through centralized bidding trading for the purpose of implementing equity incentives or employee stock ownership plans in the future. If the Company fails to use the repurchased shares within 36 months after the completion of the repurchase, the unused repurchased shares will be canceled. If national policies are adjusted, the repurchase plan will be implemented according to the adjusted policies.