上海机电股份有限公司 关于以集中竞价交易方式回购股份的回购股份报告书

Core Viewpoint - The company plans to repurchase shares of its B-shares to enhance shareholder value and reduce registered capital due to the persistent undervaluation of its B-shares in the market [5][9]. Group 1: Share Repurchase Plan - The company intends to repurchase a minimum of 10,227,393 shares and a maximum of 20,454,786 shares [2][9]. - The repurchase will be funded by the company's own funds [3][11]. - The purpose of the repurchase is to cancel the shares and reduce the registered capital, thereby increasing earnings per share and maintaining company value [5][15]. Group 2: Repurchase Details - The maximum repurchase price is set at $1.920 per share, which is capped at 150% of the average trading price over the 30 trading days prior to the board's decision [3][10]. - The repurchase will be conducted through a centralized bidding method on the Shanghai Stock Exchange [7]. - The repurchase period will last no more than 12 months from the date of shareholder approval [8]. Group 3: Financial Impact - The total estimated cost of the repurchase, if the maximum amount is utilized, is approximately RMB 27,830.55 million, which represents about 0.79% of total assets and 1.70% of net assets as of December 31, 2024 [12][9]. - The company asserts that the repurchase will not significantly impact its operations, financials, or future development [12]. Group 4: Shareholder Communication - The company has confirmed that its major shareholders do not have plans to reduce their holdings in the next six months [3][14]. - The company has established a dedicated securities account for the repurchase [20]. Group 5: Authorization and Compliance - The board has requested authorization from the shareholders to manage the repurchase process, including adjustments based on market conditions [17][18]. - The company will ensure compliance with legal obligations regarding creditor notifications and will protect creditor interests during the repurchase [16].