天阳科技: 国海证券股份有限公司关于天阳宏业科技股份有限公司提前赎回“天阳转债”的核查意见

Group 1 - The core opinion of the article is that Guohai Securities has conducted a review of Tianyang Hongye Technology Co., Ltd.'s early redemption of "Tianyang Convertible Bonds" and found it compliant with relevant regulations and agreements [1][12] - Tianyang Technology issued convertible bonds amounting to 975 million yuan on March 23, 2023, with the funds verified and deposited into a designated account [1][2] - The initial conversion price of the bonds was set at 14.92 yuan per share, which was later adjusted downwards to 11.88 yuan per share due to stock price conditions [2][3] Group 2 - The bond's conversion period is from October 9, 2023, to March 22, 2029, with specific conditions for price adjustments based on stock performance [2][4] - The company has triggered the conditional redemption clause as the stock price exceeded 130% of the conversion price for 15 trading days [8][9] - The redemption price is set at 100.24 yuan per bond, including accrued interest, with the redemption process scheduled for July 11, 2025 [9][11] Group 3 - The board of directors approved the early redemption of the bonds on June 18, 2025, based on market conditions and company circumstances [10][12] - The actual controller and major shareholders have engaged in trading the bonds prior to the redemption conditions being met, with specific trading details provided [11][12] - The review by the sponsor institution confirmed that the redemption process followed necessary decision-making procedures and complied with applicable laws and regulations [12][13]