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天风证券: 天风证券股份有限公司关于股东权益变动的提示性公告

Core Viewpoint - The announcement details a significant equity change for Tianfeng Securities Co., Ltd. due to a specific issuance of A-shares, which complies with the relevant regulations for exemption from mandatory tender offer obligations [1][2]. Group 1: Equity Change Overview - The equity change will not alter the controlling shareholder or actual controller of the company. Before the change, Hubei Hongtai Group Co., Ltd. held 1,378,119,425 shares, accounting for 15.90% of the total share capital. After the change, it will hold 2,854,134,185 shares, representing 28.14% of the total share capital [2][5]. - Hubei Hongtai Group and its concerted actor, Wuhan State-owned Capital Investment and Operation Group Co., Ltd., will collectively hold 3,615,123,127 shares, which is 35.65% of the total share capital, maintaining their status as the controlling shareholders [2][5]. Group 2: Subscription and Approval Details - The company plans to issue up to 1,498,127,340 shares, with a total fundraising amount not exceeding 4 billion yuan, fully subscribed by Hongtai Group in cash [4][5]. - The issuance has received necessary approvals from regulatory bodies, confirming compliance with issuance conditions and listing requirements [4][5]. Group 3: Related Agreements and Obligations - The subscription agreement includes conditions for the issuance of A-shares, and the company has disclosed related documents on the Shanghai Stock Exchange [5][6]. - Following the equity change, Hongtai Group and its concerted actor will hold over 30% of the company's equity, triggering mandatory tender offer obligations, which have been exempted as per relevant regulations [6].