Verification Opinion of Zhongde Securities on Qindao Huicheng Environmental Technology Group Co., Ltd.'s Non-Early Redemption of Huicheng Convertible Bonds
Zhongde Securities Co., Ltd. (hereinafter referred to as "Zhongde Securities" or "the Sponsor") is the sponsor for Qindao Huicheng Environmental Technology Group Co., Ltd. (hereinafter referred to as "Huicheng Environmental" or "the Company") in its issuance of convertible corporate bonds to unspecified objects and stock issuance to specific objects. According to relevant regulations including the "Administrative Measures for the Sponsorship of Securities Issuance and Listing," "Shenzhen Stock Exchange GEM Listing Rules," and others, Zhongde Securities has conducted a prudent verification regarding Huicheng Environmental's decision not to redeem the "Huicheng Convertible Bonds" early, and presents the following verification opinion:
1. Basic Information on the "Huicheng Convertible Bonds"
With the approval of the China Securities Regulatory Commission regarding the registration of Huicheng Environmental's issuance of convertible corporate bonds to unspecified objects (Zheng Jian Xu Ke [2021] No. 1178), the Company publicly issued 3.2 million convertible bonds on July 7, 2021, with a face value of 100 yuan each, totaling 320 million yuan. With the consent of the Shenzhen Stock Exchange (hereinafter referred to as "SZSE"), the convertible bonds began trading on the SZSE on July 26, 2021, under the name "Huicheng Convertible Bonds" and the bond code "123118." According to the "Shenzhen Stock Exchange GEM Listing Rules" and the "Prospectus for the Issuance of Convertible Corporate Bonds by Qindao Huicheng Environmental Technology Group Co., Ltd." (hereinafter referred to as "the Prospectus"), the conversion period for the bonds is from the first trading day after six months from the end of the issuance until the maturity date, specifically from January 13, 2022, to July 6, 2027.
On June 21, 2022, following the completion of the 2021 annual equity distribution, the conversion price of the "Huicheng Convertible Bonds" was adjusted from 17.11 yuan/share to 17.06 yuan/share, effective from June 21, 2022. The Company’s 2022 equity distribution plan did not include cash dividends, bonus shares, or capital reserve transfers. The conversion price of the "Huicheng Convertible Bonds" did not require further adjustment.