Group 1 - The company plans to issue convertible bonds to meet funding needs, expand operations, and enhance competitiveness [2][3][9] - The convertible bonds will be listed on the Shenzhen Stock Exchange and will be offered to unspecified investors, with existing shareholders having priority [3][4][5] - The total amount to be raised through this issuance will not exceed RMB 173,400 million, which will be used for a project to produce 200,000 tons of lithium battery anode materials [11][15][25] Group 2 - The company has demonstrated a sound organizational structure and has met the requirements for issuing convertible bonds under relevant laws [9][24] - The average distributable profit over the last three years is sufficient to cover the interest on the bonds, with figures of RMB 128,945.45 million, RMB 72,290.50 million, and RMB 83,832.71 million [10][24] - The company has a reasonable asset-liability structure and normal cash flow, with debt ratios of 41.41%, 23.64%, and 32.38% [10][11] Group 3 - The company has maintained profitability over the last three years, with net profits of RMB 128,144.33 million, RMB 71,327.50 million, and RMB 80,855.43 million [11][25] - The issuance plan has been carefully considered by the board and is expected to benefit the company and all shareholders [27] - The company has established measures to mitigate the dilution of immediate returns for existing shareholders [28]

Core Viewpoint - The company, Shijiazhuang Shangtai Technology Co., Ltd., is issuing convertible bonds to unspecified investors, which may dilute immediate returns but includes measures to compensate for this dilution [2][7][12]. Financial Impact Analysis - The issuance of convertible bonds is analyzed under two scenarios: full conversion by March 31, 2026, and no conversion by December 31, 2026, to assess the impact on key financial metrics [2][3]. - The company's net profit for 2025 and 2026 is projected under three growth rate scenarios: 0%, 10%, and 20%, with corresponding basic and diluted earnings per share calculated for each scenario [6][9]. Measures to Mitigate Dilution - The company plans to enhance its core business operations to improve market competitiveness and profitability, thereby mitigating the risk of diluted returns [12][13]. - A commitment to efficient use of raised funds is established, ensuring that the funds are allocated to projects that align with industry trends and have strong market potential [12][13]. - The company has developed a dividend policy to ensure shareholder returns, particularly for minority shareholders, and has outlined a three-year dividend plan [13][14]. Project Justification - The funds raised will support the "Annual Production of 200,000 Tons of Lithium Battery Anode Material Integration Project," which is aligned with the company's existing business and technological capabilities [9][10]. - The project is expected to enhance the company's market position and competitive strength, contributing positively to its strategic development [9][10]. Human Resource and Technical Preparedness - The company has a well-prepared team with expertise in both carbon materials and lithium battery technology, ensuring effective project execution [10][11]. - A robust patent portfolio and ongoing technical collaborations with leading battery manufacturers position the company favorably in the market [10][11]. Commitment from Management - The company's board and senior management have made commitments to ensure the effectiveness of measures to compensate for any dilution of returns, emphasizing their responsibility to protect shareholder interests [14][15].

Summary of Key Points Core Viewpoint - The company, Shijiazhuang Shangtai Technology Co., Ltd., has decided to terminate its share repurchase plan ahead of schedule due to sufficient repurchased shares to meet its employee stock ownership plan and/or equity incentive needs [3][4]. Group 1: Share Repurchase Plan - The company initially approved a share repurchase plan on October 13, 2024, allowing for the repurchase of shares using self-owned or raised funds, with a maximum repurchase amount of RMB 100 million [1][2]. - As of the announcement date, the company had repurchased a total of 1,106,100 shares, representing 0.4241% of the total share capital, with a total expenditure within the planned budget [2][5]. Group 2: Reasons for Early Termination - The decision to terminate the share repurchase was made after careful consideration, as the repurchased shares were sufficient for the intended employee stock ownership plan and/or equity incentives [3][4]. - The board of directors approved the termination on July 21, 2025, without needing to submit the decision to the shareholders' meeting [3]. Group 3: Impact of Termination - The early termination of the share repurchase is expected to enhance the company's risk resistance and improve capital utilization efficiency, aligning with the company's long-term interests [4][5]. - The termination does not negatively impact the company's operations, financial status, or shareholder rights [4]. Group 4: Compliance and Future Arrangements - The repurchased shares will be used for equity incentives or employee stock ownership plans, and any unutilized shares within 36 months will be canceled [5]. - The company has complied with relevant regulations regarding the timing and pricing of the share repurchase [5].

General Provisions - The company is established to protect the legal rights of shareholders and creditors, and to regulate its organization and behavior according to relevant laws and regulations [1][2] - The company was approved by the China Securities Regulatory Commission to issue 64.9437 million shares of common stock to the public on October 25, 2022, and was listed on the Shenzhen Stock Exchange on December 28, 2022 [1][3] Company Information - The registered name of the company is Shijiazhuang Shangtai Technology Co., Ltd., with a registered capital of RMB 260.80235 million [2][4] - The company has a business duration of 50 years, from September 27, 2008, to September 26, 2058 [2] Share Structure - The total number of shares issued by the company is 260.80235 million, all of which are common shares [6] - The company’s shares are issued in the form of stocks, with each share having a par value of RMB 1 [5][6] Business Objectives and Scope - The company's business objective is to rely on modern management and advanced technology to provide substantial returns to shareholders and fulfill social responsibilities [4] - The business scope includes the development, production, and sales of lithium-ion battery anode materials, carbon products manufacturing and sales, and import-export business of various goods and technologies [4][5] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to propose and vote on matters at shareholder meetings [11][12] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not abuse their rights to harm the company or other shareholders [15][40] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting occurring once a year [45] - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of the shares [20][22] Voting and Resolutions - Resolutions at shareholder meetings can be classified as ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [79][80] - The company must ensure that all proposals for shareholder meetings are disclosed in full detail, including the qualifications of candidates for director and supervisor positions [60][61]

Group 1 - The company has revised its plan for issuing convertible bonds to unspecified objects, ensuring that the fundraising amount and usage align with its operational needs and overall interests, without harming the interests of shareholders, especially minority shareholders [1][2] - The decision-making process for the revised bond issuance plan complies with relevant laws, regulations, and the company's articles of association, confirming the legality and validity of the meeting and resolutions [1][2] - The independent opinions on the feasibility of the revised bond issuance plan, the analysis report, and the fund usage feasibility report all affirm that these revisions are practical and do not harm shareholder interests [2][3][4] Group 2 - The company has adjusted the repurchase price for restricted stock under the 2023 incentive plan, which is in accordance with relevant regulations and will not adversely affect the company's financial status or the implementation of the incentive plan [3][4] - The company plans to repurchase and cancel 35,000 shares of restricted stock from a former incentive recipient who left for personal reasons, which is also compliant with regulations and will not harm shareholder interests [4] - The conditions for lifting the restrictions on the first tranche of the restricted stock incentive plan have been met, allowing for the release of 57,100 shares to 10 eligible recipients, in accordance with the relevant regulations [4]

Core Viewpoint - The legal opinion letter from Beijing Zhonglun (Shenzhen) Law Firm confirms that Shijiazhuang Shangtai Technology Co., Ltd. has met the necessary conditions for the first unlock period of its 2023 restricted stock incentive plan and outlines the details regarding the repurchase and cancellation of certain restricted stocks [1][2][18]. Group 1: Unlock Conditions - The first unlock period for the restricted stocks is defined as starting from the first trading day after 12 months from the completion of the grant registration, lasting until the last trading day within 24 months from the grant registration date, which is set for July 18, 2024 [9][10]. - The conditions for unlocking include the company's performance metrics, such as a net profit increase of no less than 25% compared to 2023 or a sales volume increase of no less than 25% for negative electrode materials [10][12]. - As of the date of the legal opinion, the company has not encountered any disqualifying events that would prevent the unlocking of the restricted stocks [11][12]. Group 2: Repurchase and Cancellation - The repurchase and cancellation of restricted stocks are triggered by the departure of one incentive object, leading to the decision to repurchase 35,000 shares, which represents a small fraction of the total share capital [14][15]. - The repurchase price is set to be the grant price plus the interest from the People's Bank of China for the same period, with adjustments made for any corporate actions affecting the stock price [15][17]. - The repurchase and cancellation process requires approval from the company's shareholders and must comply with relevant regulations from the China Securities Regulatory Commission and the Shenzhen Stock Exchange [18].

Core Points - The supervisory board of Shijiazhuang Shangtai Technology Co., Ltd. approved the conditions for the first unlock period of the 2023 stock incentive plan, confirming that the conditions for unlocking the restricted stock have been met [1][2] - The supervisory board verified that the qualifications of the incentive plan's participants are legitimate and effective, and there are no circumstances that would prevent the unlocking of the restricted stock [1][2] - The company will proceed to unlock 57,100 shares of restricted stock for 10 incentive participants as per the relevant regulations [2]

证券代码：001301 证券简称：尚太科技 公告编号：2025-079 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 石家庄尚太科技股份有限公司（ 以下简称（ 尚太科技"或（ 公司"）于 2025 年 7 月 21 日召开了第二届董事会第二十次会议，审议通过了《关于提前终止回 购公司股份的议案》，公司决定提前终止回购公司股份，现将相关事项公告如下： 一、回购公司股份的基本情况 关于提前终止回购公司股份暨回购实施结果的公告 公司于 2024 年 10 月 13 日召开了第二届董事会第十二次会议，并于 2024 年 10 月 30 日召开 2024 年第三次临时股东大会，审议通过《关于以集中竞价交易 方式回购公司股份方案的议案》，同意公司使用自有资金或自筹资金以集中竞价 交易方式回购公司部分已发行的人民币普通股（ A 股）股票，并在未来合适时机 将回购股份用于实施员工持股计划及/或股权激励。回购股份的实施期限为自公 司股东大会审议通过本次回购方案之日起 12 个月内，回购价格不超过人民币 65.83 元/股 含），拟用于回购股份的资金总额为不低于 5,000 万 ...

（无极县里城道乡南沙公路西侧） 向不特定对象发行可转换公司债券预案 证券简称：尚太科技 证券代码：001301 石家庄尚太科技股份有限公司 2、本次向不特定对象发行可转换公司债券完成后，公司经营与收益的变化 由公司自行负责；因本次向不特定对象发行可转换公司债券引致的投资风险由投 资者自行负责。 3、本预案是公司董事会对本次向不特定对象发行可转换公司债券的说明， 任何与之相反的声明均属不实陈述。 4、投资者如有任何疑问，应咨询自己的经纪人、律师、专业会计师或其他 专业顾问。 （修订稿） 二零二五年七月 发行人声明 1、本公司及董事会全体成员保证公告内容真实、准确、完整，并确认不存 在虚假记载、误导性陈述或重大遗漏，并对本预案内容的真实性、准确性、完整 性承担个别和连带的法律责任。 5、本预案所述事项并不代表审批机关、注册部门对于本次向不特定对象发 行可转换公司债券相关事项的实质性判断、确认、批准、核准或注册。本预案所 述本次向不特定对象发行可转换公司债券相关事项的生效和完成尚待公司股东 大会审议及深圳证券交易所发行上市审核并报经中国证监会注册。 1 释义 在本预案中，除非文中另有所指，下列词语具有如下含义： | ...

石家庄尚太科技股份有限公司 关于向不特定对象发行可转换公司债券预案及相关文件修 订情况说明的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 石家庄尚太科技股份有限公司（以下简称"公司"）于2025年1月9日召开的 第二届董事会第十五次会议和第二届监事会第十四次会议、2025年2月10日召开 的2025年第一次临时股东大会会议审议通过了公司向不特定对象发行可转换公 司债券（以下简称"本次发行"）预案的相关议案，并授权董事会及其授权人士 办理本次向不特定对象发行可转换公司债券相关事宜。 2025年7月21日，公司召开第二届董事会第二十次会议和第二届监事会第十 八次会议，审议通过了《关于调整公司向不特定对象发行可转换公司债券方案的 议案》等议案，对本次发行方案及相关文件进行了修订。本次发行方案的调整及 相关文件的修订在股东会授权范围内，无需提交股东会审议。 为便于投资者理解和阅读，公司就本次修订涉及的主要内容说明如下： 一、《石家庄尚太科技股份有限公司向不特定对象发行可转换公司债券预案 （修订稿）》的主要修订内容 证券代码：001301 证券简称：尚太科技 公 ...