创新新材料科技股份有限公司关于回购并注销业绩补偿股份实施结果暨股份变动的公告

Core Viewpoint - The company, Innovation New Materials Technology Co., Ltd., is repurchasing and canceling shares due to the failure of its subsidiary, Shandong Innovation Metal Technology Co., Ltd., to meet performance commitments related to a major asset restructuring [2][22]. Group 1: Share Repurchase and Cancellation - The company will repurchase a total of 351,363,722 shares at a total price of RMB 1.00, which represents 8.55% of the company's total shares before the repurchase [2][11]. - After the repurchase, the total number of shares will decrease from 4,107,435,885 to 3,756,072,163, and the registered capital will change from RMB 4,107,435,885 to RMB 3,756,072,163 [2][10]. - The repurchase was approved during the board meeting on April 23, 2025, and the annual general meeting on May 15, 2025 [3][21]. Group 2: Performance Commitment and Compensation - The performance commitments for the subsidiary included net profits of at least RMB 1,018.10 million for 2022, RMB 1,221.20 million for 2023, and RMB 1,423.60 million for 2024 [4]. - The actual net profits achieved were RMB 1,068.45 million for 2022, RMB 919.81 million for 2023, and RMB 1,038.01 million for 2024, resulting in a cumulative performance commitment achievement rate of 82.62% [6][21]. - Due to the failure to meet the cumulative performance commitments, the company is obligated to repurchase shares from the performance obligors [7][22]. Group 3: Impact on Shareholding Structure - Following the repurchase, the shareholding percentage of the performance obligors will decrease from 54.11% to 49.81%, crossing the 50% threshold [18][23]. - The shareholding of Beijing Hualian Group Investment Holding Co., Ltd. and its concerted party will increase from 4.81% to 5.26% without any change in the number of shares held [18][24]. - The repurchase and cancellation of shares will not affect the company's normal operations, financial status, or future development [11][25].