麦格米特: 第五届监事会第十五次会议决议公告

Core Viewpoint - Shenzhen Magmeter Electric Co., Ltd. has passed resolutions for a private placement of shares to specific investors, which requires approval from the shareholders' meeting and regulatory authorities [1][2][3] Group 1: Share Issuance Details - The company plans to issue domestic listed RMB ordinary shares (A shares) with a par value of RMB 1.00 per share [2] - The issuance will be conducted through a private placement to no more than 35 specific investors, including the controlling shareholder Tong Yongsheng [2][3] - The total number of shares issued will not exceed 30% of the total share capital before the issuance, amounting to a maximum of 163,694,084 shares [4] Group 2: Fundraising and Use of Proceeds - The total amount of funds raised will not exceed RMB 266,301.06 million, with the net proceeds allocated to specific projects, including the expansion of the global R&D center and the construction of an intelligent power and control R&D testing center [5][6] - The company will initially use its own funds for the projects until the raised funds are available, and if the actual net proceeds are less than planned, adjustments will be made based on project priorities [6] Group 3: Pricing and Lock-up Period - The pricing for the shares will be based on 80% of the average trading price over the 20 trading days prior to the pricing date, with adjustments for any corporate actions [3][4] - Shares acquired by Tong Yongsheng will have a lock-up period of 18 months, while other investors will have a lock-up period of 6 months [5] Group 4: Regulatory Compliance and Approval - The resolutions passed by the supervisory board are subject to approval by the shareholders' meeting and must comply with relevant laws and regulations [1][2][7] - The company will seek authorization from the shareholders' meeting for the board to handle all matters related to the issuance, including adjustments to the issuance plan as necessary [11][13]