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宁波美诺华药业股份有限公司关于不向下修正“美诺转债”转股价格的公告

Core Viewpoint - Ningbo Meinuo Pharmaceutical Co., Ltd. has decided not to adjust the conversion price of its convertible bonds, despite triggering the downward adjustment clause due to stock prices falling below 90% of the current conversion price for a significant number of trading days [2][8]. Group 1: Convertible Bond Overview - The company issued 520 million yuan worth of convertible bonds on January 14, 2021, with a maturity of six years and an initial conversion price of 37.47 yuan per share [3]. - The bond trading began on February 4, 2021, under the name "Meinuo Convertible Bonds" with the code "113618" [3]. Group 2: Conversion Price Adjustment History - The conversion price has been adjusted multiple times since issuance, including a reduction to 26.51 yuan per share after a rights issue in June 2022 and further adjustments leading to the current price of 25.84 yuan per share [4][5]. - The most recent adjustment occurred on July 12, 2024, when the price was set at 25.84 yuan per share following a rights distribution [5]. Group 3: Downward Adjustment Clause - The downward adjustment clause is triggered when the stock price falls below 90% of the conversion price for at least 15 out of 30 consecutive trading days [6]. - The board has the authority to propose a downward adjustment, which requires a two-thirds majority approval from shareholders [6]. Group 4: Recent Board Decision - On April 3, 2025, the board held a meeting and unanimously decided not to adjust the conversion price, citing significant fluctuations in stock prices due to macroeconomic factors [2][8][11]. - The board indicated that if the downward adjustment clause is triggered again within the next three months, they will also not propose an adjustment [8].