Securities Code: 301459
Securities Abbreviation: Fengmao Shares
Announcement No.: 2026-040
Zhejiang Fengmao Technology Co., Ltd.
Announcement on the Prospectus for the Offering of Convertible Corporate Bonds to Non-specific Investors
Sponsor (Lead Underwriter): Orient Securities Co., Ltd.
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and there are no false records, misleading statements, or material omissions.
Zhejiang Fengmao Technology Co., Ltd. (hereinafter referred to as the "Issuer" or "Fengmao Shares") is issuing convertible corporate bonds to non-specific investors totaling RMB 60,752.98 million (including principal, hereinafter referred to as the "Current Issuance"). The "Current Issuance" has been approved for registration by the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") with the document No. [2026] 1756.
The convertible corporate bonds to be issued to non-specific investors will be preferentially placed with the original shareholders of the Issuer registered with China Securities Depository and Clearing Corporation Limited Shenzhen Branch (hereinafter referred to as "ChinaClear Shenzhen Branch" or "Depository Company") after the close of the equity registration date. After the preferential placement to original shareholders, the remaining balance (including the portion of original shareholders waiving their preferential rights) will be issued to the public investors through the Shenzhen Stock Exchange (hereinafter referred to as "SZSE") trading system.
The full text of the prospectus for the convertible corporate bonds to be issued to non-specific investors and related materials can be found on the Juchao Information Network (www.cninfo.com.cn).
I. Basic Information of the Current Issuance
(I) Type of Securities to be Issued
The type of securities to be issued is convertible corporate bonds that can be converted into Class A shares of the Company. The convertible bonds to be issued and the Class A shares of the Company to be converted in the future will be listed on the Shenzhen Stock Exchange.
(II) Issuance Scale and Number of Shares
The total amount of convertible bonds to be issued is RMB 60,752.98 million, and the number of shares to be issued is 6,075,298.
(III) Face Value and Issuance Price
The face value of each convertible bond to be issued is RMB 100, and it is issued at par.
(IV) Basic Information of Convertible Bonds
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Bond Term: The term of the convertible bonds to be issued is six years from the date of issuance, i.e., from August 18, 2026, to August 17, 2032 (if the date falls on a statutory holiday or rest day, it will be postponed to the next trading day; interest for the postponed period will not be calculated separately).
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Coupon Rate: 0.20% for the first year, 0.40% for the second year, 0.60% for the third year, 1.00% for the fourth year, 1.50% for the fifth year, and 1.80% for the sixth year.
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Redemption at Maturity: Upon maturity, the Issuer will redeem all unexercised convertible bonds at a price of 110% of their face value (including the last interest payment) within five trading days after maturity.
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Principal and Interest Payment Term and Method
The convertible bonds will be paid annually. The principal of all unexercised convertible bonds and the interest for the last year will be repaid at maturity.
(1) Calculation of Interest for the Interest Accrual Year
Interest for the interest accrual year (hereinafter referred to as "Annual Interest") refers to the current interest that a holder of convertible corporate bonds can enjoy for every full year from the issuance date of the convertible corporate bonds, based on the total face value of the convertible corporate bonds held.
The formula for calculating annual interest is: I = B × i
I: Annual interest amount;
B: Total face value of convertible bonds held by the holder of convertible bonds on the interest payment registration date for the current interest accrual year (hereinafter referred to as "current year" or "each year");
i: The coupon rate for the convertible bonds in the current year.