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XD兴业银: 兴业银行股份有限公司公开发行A股可转换公司债券受托管理事务报告(2024年度)

Core Viewpoint - The report outlines the issuance and management of the convertible bonds by Industrial Bank Co., Ltd., detailing the financial performance, bond terms, and the use of raised funds for business development and capital supplementation [1][2][3]. Section 1: Bond Issuance Details - The issuance of A-share convertible bonds was approved by the board on May 21, 2021, and by the shareholders on June 11, 2021, with a maximum issuance limit of 50 billion RMB [2][3]. - On December 27, 2021, the bank issued 50 million convertible bonds at a face value of 100 RMB each, raising a total of 50 billion RMB, with a net amount of approximately 49.92 billion RMB after deducting issuance costs [3][4]. Section 2: Key Terms of the Bonds - The bonds have a term of 6 years, from December 27, 2021, to December 26, 2027, with a face value of 100 RMB [4]. - The coupon rates are structured to increase over the years, starting at 0.2% in the first year and reaching 3.0% in the sixth year [4][5]. Section 3: Financial Performance - For the year 2024, the bank reported total operating income of 212.23 billion RMB, a slight increase of 0.66% from 2023 [14]. - The total profit reached 87.12 billion RMB, reflecting a growth of 3.31% compared to the previous year [14]. - The net profit attributable to shareholders was 77.21 billion RMB, showing a marginal increase of 0.12% from 2023 [14]. Section 4: Use of Raised Funds - The funds raised from the bond issuance have been fully utilized to support the bank's business development and will be used to supplement core tier one capital after bondholders convert their bonds into shares [16]. Section 5: Bondholder Rights and Management - The bondholders have the right to redeem their bonds at 109% of the face value plus the last interest payment if certain conditions are met, such as the stock price exceeding 130% of the conversion price for a specified period [11][12]. - The bond trustee, CITIC Securities, has been monitoring the bank's financial health and compliance with the bond management agreement [12][18]. Section 6: Adjustments to Conversion Price - The initial conversion price was set at 25.51 RMB per share, which has been adjusted down to 22.25 RMB due to dividend distributions [19][20].