帝欧水华集团股份有限公司 关于实际控制人及其一致行动人持股比例被动稀释触及1%整数倍的公告

Core Viewpoint - The announcement details the passive dilution of the actual controller's shareholding in Diou Shuihua Group due to the conversion of convertible bonds, which does not affect the control of the company [2][3]. Group 1: Shareholding Changes - The actual controller, Mr. Zhu Jiang, and his concerted parties' combined equity ratio decreased from 26.90% to 25.99% due to the conversion of "Diou Convertible Bonds," resulting in a passive dilution of 0.91% [2][3]. - This change in equity ratio touches the 1% integer threshold but does not lead to a change in the actual control of the company [3]. Group 2: Convertible Bond Conversion Status - As of February 10, 2026, a total of 156,714,868 shares have been converted from "Diou Convertible Bonds," representing 40.51% of the total shares issued before the conversion [7][15]. - There are still 7,004,934 units of "Diou Convertible Bonds" unconverted, which accounts for 46.70% of the total issuance of 15,000,000 units [7][15]. Group 3: Convertible Bond Issuance and Listing - The company issued 15,000,000 units of "Diou Convertible Bonds" with a total value of 150,000 million yuan, approved by the China Securities Regulatory Commission on October 25, 2021 [7][8]. - The bonds were listed on the Shenzhen Stock Exchange on November 26, 2021, under the code "127047" [8]. Group 4: Conversion Price Adjustments - The initial conversion price of the bonds was set at 13.53 yuan per share, which was adjusted to 13.33 yuan per share after a cash dividend distribution on June 2, 2022 [10]. - A subsequent adjustment raised the conversion price to 13.34 yuan per share on July 21, 2022, following the cancellation of certain restricted stocks [12].