200706深夜公告：主动退市！

Core Viewpoint - Wazhou B (200706) announced a comprehensive tender offer initiated by its controlling shareholder, Wafangdian Bearing Group Co., Ltd., aimed at delisting the company from the stock market [2][6]. Summary by Sections Tender Offer Details - The tender offer is directed to all shareholders of Wazhou B, with a total of 158.6 million shares being offered, representing 39.39% of the company's total share capital. The offer price is set at HKD 2.86 per share, requiring a maximum total funding of HKD 453 million [4][5]. Purpose of the Tender Offer - The tender offer is motivated by Wazhou B's continuous losses and deteriorating operational conditions due to global economic downturns and structural adjustments. The controlling shareholder aims to protect the interests of Wazhou B's shareholders and fulfill its responsibilities as a state-owned enterprise by proposing to delist the company [6][11]. Conditions for Effectiveness - The tender offer will be effective if the share distribution of Wazhou B meets the Shenzhen Stock Exchange's delisting requirements. If the number of shares tendered exceeds 39.05 million, the public shareholding will fall below 10%, allowing the offer to proceed. If not, the offer will be void [8]. Financial Guarantees - Wazhou Group will deposit at least HKD 90.72 million (20% of the maximum required funds) into a designated account as a performance guarantee for the tender offer. The funds will come from the acquirer's own resources and will not involve financing through Wazhou B or its affiliates [10]. Company Background - Wazhou B, listed in March 1997, is the first B-share listed company in China's bearing industry. It is the largest research and manufacturing base for bearing technology and products in China, with a strong collaboration with domestic research institutions and universities [11]. Recent Performance - Wazhou B has reported continuous losses for six consecutive years, with a net profit of -29.51 million yuan in the first three quarters of the current year, despite a 15.43% increase in operating revenue to 1.876 billion yuan [13][14].