Core Viewpoint - The company plans to issue convertible bonds totaling up to RMB 4.8 billion, which can be converted into A-shares of Qingdao Bank, subject to approval from shareholders and regulatory bodies [2][3][42]. Summary by Sections Issuance Overview - The convertible bonds will be issued to unspecified investors, with original A-share shareholders given priority in allocation [2][22]. - The total issuance amount is capped at RMB 4.8 billion, with specific details to be determined by the board of directors [6][34]. - Each bond will have a face value of RMB 100 and will be issued at par [7]. - The bonds will have a maturity of six years from the date of issuance [8]. Interest and Payment Terms - The interest rate will be determined based on market conditions and company specifics, with annual interest payments [9][10]. - The interest calculation will be based on the total face value held by the bondholder [9]. - The payment of interest will occur annually, with specific dates outlined for interest payment and record keeping [9]. Conversion and Redemption - The conversion period for the bonds will start six months after issuance and last until maturity [11]. - The initial conversion price will be set based on the average trading price of the company's A-shares prior to the announcement [12]. - The company reserves the right to adjust the conversion price under certain conditions, such as stock dividends or capital increases [13][15]. - The company may redeem the bonds at maturity or under specific conditions if the stock price exceeds a certain threshold [20]. Use of Proceeds - Proceeds from the bond issuance will be used to support the company's future business development and to supplement core tier one capital after conversion [34]. Regulatory Compliance - The issuance plan has been approved by the company's board and requires further approval from shareholders and regulatory authorities [3][42]. - The company has confirmed compliance with relevant laws and regulations regarding the issuance of convertible bonds [4]. Financial Information - The company has undergone audits for its financial statements for the years 2022, 2023, and 2024, with reports issued by KPMG and Ernst & Young [43]. - Financial data referenced includes consolidated balance sheets, income statements, and cash flow statements [44][45]. Bondholder Rights and Meetings - Bondholders will have rights to interest payments, conversion, and the ability to attend bondholder meetings to vote on significant matters [22][24]. - The bondholder meetings will be convened by the bond trustee and will require a majority vote for key decisions [28][31].
青岛银行股份有限公司向不特定对象发行A股可转换公司债券预案