苏州华亚智能科技股份有限公司 第三届董事会第三十八次会议决议公告

Core Viewpoint - The company has decided not to exercise the early redemption rights for its convertible bonds, "Hua Ya Convertible Bonds," despite triggering the conditional redemption clause due to stock prices exceeding 130% of the conversion price for fifteen trading days [3][6][16]. Group 1: Board Meeting Details - The third meeting of the board of directors was held on October 27, 2025, with all seven directors present, and the meeting complied with relevant laws and regulations [2][3]. - The board meeting was chaired by the company's chairperson, Wang Cainan, and the decision to not redeem the bonds was made after thorough discussion [2][3]. Group 2: Decision on Convertible Bonds - The board approved the proposal not to redeem the "Hua Ya Convertible Bonds" early, despite the stock price conditions being met [3][4]. - The decision includes a commitment not to exercise the redemption rights for the next three months, even if the conditions are triggered again [3][6][16]. Group 3: Convertible Bond Details - The "Hua Ya Convertible Bonds" were issued on December 16, 2022, with a total amount of 340 million yuan, and are listed on the Shenzhen Stock Exchange [7][8]. - The initial conversion price was set at 69.39 yuan per share, which has been adjusted multiple times due to dividend distributions and other factors, currently standing at 30.71 yuan per share [10][11][13]. Group 4: Redemption Clause and Trigger Conditions - The conditional redemption clause allows the company to redeem the bonds if the stock price exceeds 130% of the conversion price for at least fifteen trading days [14][16]. - The recent trigger occurred from September 29 to October 27, 2025, when the stock price met the criteria for redemption [16]. Group 5: Compliance and Verification - The decision not to redeem the bonds has been verified by the sponsoring institution, confirming that the necessary procedures were followed and that the decision aligns with regulatory requirements [18].