海南金盘智能科技股份有限公司第三届董事会第三十次会议决议公告

Group 1 - The company held its 30th meeting of the third board of directors on December 22, 2025, with all six directors present, and the meeting was conducted in accordance with relevant laws and regulations [2][3]. - The board approved the proposal for issuing convertible bonds to unspecified investors, having received approval from the China Securities Regulatory Commission for the registration of the issuance [3][6]. - The total amount of the proposed convertible bonds is RMB 1,671.5 million, with an issuance of 1,671,500 lots (16,715,000 bonds) [6][9]. Group 2 - The bonds will have a term of six years, from December 25, 2025, to December 24, 2031 [12]. - The coupon rates for the bonds are set to increase over the years, starting at 0.10% in the first year and reaching 2.00% by the sixth year [15]. - Interest will be paid annually, with the principal returned at maturity for any bonds not converted into shares [18][19]. Group 3 - The initial conversion price for the bonds is set at RMB 89.28 per share, based on the average trading price of the company's stock over the previous twenty trading days [28]. - The conversion price may be adjusted in the event of stock dividends, capital increases, or cash dividends [29][30]. - The company has the right to propose a downward adjustment of the conversion price if the stock price falls below 85% of the current conversion price for a specified period [32]. Group 4 - The company will redeem the bonds at 108% of the face value within five trading days after maturity, including the last interest payment [39]. - Holders of the bonds have the right to sell them back to the company under certain conditions if the stock price falls below 70% of the conversion price during the last two interest years [42]. - The bonds will not be secured by any collateral [50]. Group 5 - The bonds will be issued to existing shareholders on a preferential basis, with the remaining bonds available to the public through an online issuance [56][59]. - The preferential subscription date for existing shareholders is set for December 25, 2025 [63]. - The total number of shares eligible for preferential subscription is calculated based on the number of shares held by shareholders as of the registration date [64].

海南金盘智能科技股份有限公司第三届董事会第三十次会议决议公告 - Reportify