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国力股份: 招商证券股份有限公司关于昆山国力电子科技股份有限公司可转换公司债券回售有关事项的核查意见
Zheng Quan Zhi Xing· 2025-08-25 17:05
招商证券股份有限公司 关于昆山国力电子科技股份有限公司 可转换公司债券回售有关事项的核查意见 招商证券股份有限公司(以下简称"招商证券"、"保荐人")作为昆山国 力电子科技股份有限公司(以下简称"国力股份"、"公司")持续督导的保荐 人,根据《证券发行上市保荐业务管理办法》、《可转换公司债券管理办法》、 《上海证券交易所科创板股票上市规则》等相关法律法规及规范性文件,对国力 股份可转换公司债券回售有关事项进行了核查,核查情况如下: 一、"国力转债"发行上市情况 经中国证券监督管理委员会《关于同意昆山国力电子科技股份有限公司向不 特定对象发行可转换公司债券注册的批复》 (一)附加回售条款 若本次发行可转换公司债券募集资金运用的实施情况与公司在《募集说明书》 中的承诺相比出现重大变化,且根据中国证监会或上海证券交易所的相关规定被 视作改变募集资金用途或被认定为改变募集资金用途的,可转换公司债券持有人 享有一次以面值加上当期应计利息的价格向公司回售其持有的全部或部分可转 换公司债券的权利。 当期应计利息的计算公式为:IA=B×i×t/365 (证监许可[2023]1065号)同意注册, 公司向不特定对象发行面值总额 ...
天创时尚股份有限公司关于“天创转债”可回售的第四次提示性公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-09 00:00
Core Points - The company announces the right of "Tianchuang Convertible Bonds" holders to choose whether to sell back their bonds, which is not mandatory [1] - If bondholders do not declare and implement the sell-back during the specified period, they will lose the right to sell back for the interest year from June 24, 2025, to June 23, 2026 [1] - The current closing price of "Tianchuang Convertible Bonds" is higher than the sell-back price, indicating potential losses for those who choose to sell back [1] Summary of Relevant Sections Sell-Back Terms and Price - The sell-back clause is activated if the company's stock price is below 70% of the conversion price for any 30 consecutive trading days during the last two interest years of the bonds [2] - The sell-back price is set at 100.27 RMB per bond, including accrued interest and tax [4][10] - The sell-back period is from August 12, 2025, to August 18, 2025, with funds to be disbursed on August 21, 2025 [4][11] Accrued Interest Calculation - The accrued interest is calculated using the formula: IA = B × i × t / 365, where B is the total face value of the bonds held, i is the annual coupon rate, and t is the number of days [5][6] - For the sixth year, with a coupon rate of 2% and 49 days of interest, the accrued interest amounts to approximately 0.27 RMB per bond [6] Sell-Back Procedures - Bondholders can sell back part or all of their unconverted bonds during the sell-back period [7] - The sell-back application must be submitted through the Shanghai Stock Exchange trading system and cannot be revoked once confirmed [7][8] - If the application is unsuccessful on the first day, bondholders can continue to apply on subsequent days within the sell-back period [8][9] Trading During Sell-Back Period - "Tianchuang Convertible Bonds" will continue to trade during the sell-back period but will stop conversion [12] - If the total face value of the bonds in circulation falls below 30 million RMB due to sell-backs, trading will continue until the end of the sell-back period [12]
天创时尚股份有限公司关于“天创转债”可回售的第三次提示性公告
Shang Hai Zheng Quan Bao· 2025-08-07 18:17
Group 1 - The core point of the announcement is regarding the third notice for the repurchase of "Tian Chuang Convertible Bonds" (天创转债) by Tian Chuang Fashion Co., Ltd. [1] - The repurchase price is set at 100.27 CNY per bond, which includes accrued interest and tax [2][5] - Holders of "Tian Chuang Convertible Bonds" have the right to choose whether to sell their bonds back to the company, and this repurchase is not mandatory [2][6] Group 2 - The repurchase period is from August 12, 2025, to August 18, 2025, with the payment date for repurchased funds on August 21, 2025 [3][9] - During the repurchase period, the "Tian Chuang Convertible Bonds" will continue to trade but will not be convertible into shares [10] - If the closing price of the company's stock is below 70% of the conversion price for 30 consecutive trading days, bondholders can exercise their repurchase rights [2][11] Group 3 - The calculation for accrued interest is based on a formula that considers the bond's face value, interest rate, and the number of days in the interest period [4] - The bond's interest rate for the sixth year is 2%, leading to an accrued interest of approximately 0.27 CNY per bond [5] - The announcement emphasizes that if bondholders do not exercise their repurchase rights during the specified period, they will lose the opportunity to do so for the current interest year [2][6]
山东赫达集团股份有限公司关于赫达转债回售的第二次提示性公告
Shang Hai Zheng Quan Bao· 2025-08-05 18:05
Core Points - The company announced the second notice regarding the repurchase of "Heda Convertible Bonds" with a repurchase price of 100.088 CNY per bond, including interest and tax [1][2] - The repurchase application period is set from August 4, 2025, to August 8, 2025, with funds being credited to the issuer on August 13, 2025, and investors receiving their funds on August 15, 2025 [1][9] - The repurchase is not mandatory, allowing bondholders the option to choose whether to sell their bonds back to the company [1][5] Repurchase Conditions - The additional repurchase clause is activated if there are significant changes in the implementation of the projects funded by the bond issuance compared to the commitments made in the prospectus [2] - Bondholders can sell back all or part of their convertible bonds at the face value plus accrued interest if the conditions for the additional repurchase are met [2] Interest Calculation - The accrued interest for the current period is calculated as 0.088 CNY per bond, based on a 1.00% annual interest rate for the third interest period [4] - The actual proceeds for individual investors after tax deductions will be 100.070 CNY per bond, while qualified foreign institutional investors will receive the full repurchase price of 100.088 CNY [4] Repurchase Process - The company is required to publish the repurchase announcement at least three times, including once within five trading days after the shareholders' meeting [6] - Bondholders must submit their repurchase applications through the Shenzhen Stock Exchange trading system during the specified application period [7] - The company will handle the repurchase through the China Securities Depository and Clearing Corporation Limited, with the payment process outlined for the respective dates [8][9] Trading and Conversion - "Heda Convertible Bonds" will continue to be traded during the repurchase period, but conversion into shares will be suspended [9]
山东赫达: 北京市齐致(济南)律师事务所关于山东赫达集团股份有限公司可转换公司债券回售的法律意见书
Zheng Quan Zhi Xing· 2025-07-28 16:39
Core Viewpoint - The legal opinion letter from Beijing Qizhi (Jinan) Law Firm confirms that Shandong Heda Group Co., Ltd.'s convertible bonds are compliant with relevant laws and regulations, and outlines the conditions under which bondholders can exercise their right to sell back the bonds to the company [1][2][10]. Group 1: Convertible Bond Issuance - The issuance of "Heda Convertible Bonds" has received necessary internal approvals and authorizations, including various resolutions from the board of directors and shareholder meetings [4][5][6]. - The company issued 600 million yuan worth of convertible bonds on July 3, 2023, which began trading on the Shenzhen Stock Exchange on July 19, 2023, under the code 127088 [7]. Group 2: Buyback Conditions - Bondholders have the right to sell back their bonds if there are significant changes in the implementation of the investment projects compared to the commitments made in the prospectus [8]. - The company’s board and supervisory board approved a change in the use of raised funds, terminating the investment in a specific project and reallocating the remaining funds for working capital [9]. Group 3: Legal Compliance - The legal opinion asserts that the bond buyback conditions meet the requirements set forth in the Company Law, Securities Law, and relevant regulations, ensuring that bondholders can exercise their rights within the specified period [10][11].
山东赫达: 招商证券关于山东赫达可转换公司债券回售有关事项的核查意见
Zheng Quan Zhi Xing· 2025-07-28 16:39
Group 1 - The core viewpoint of the article is that招商证券 has conducted a thorough review of the convertible bond repurchase matters related to山东赫达, confirming compliance with relevant regulations and the company's decision-making processes [1][6][7] - 山东赫达 issued 6 million convertible bonds with a total fundraising amount of 600 million RMB, netting 592.75 million RMB after deducting related expenses [1][2] - The bonds, named "赫达转债," began trading on the Shenzhen Stock Exchange on July 19, 2023, under the code "127088" [2] Group 2 - The repurchase rights for bondholders are triggered if there are significant changes in the investment projects funded by the raised capital, as outlined in the募集说明书 [2][3] - The repurchase price for the bonds is set at 100.088 RMB per bond, which includes accrued interest and tax considerations [3][4] - The repurchase process includes a public announcement period and a specific declaration period from August 4 to August 8, 2025, during which bondholders can exercise their repurchase rights [5][6] Group 3 - The company will continue to trade the bonds during the repurchase period but will suspend conversion to shares [6] - 招商证券 has no objections to the repurchase matters, affirming that all necessary decision-making procedures have been followed [6][7]
正元智慧: 浙商证券股份有限公司关于正元智慧集团股份有限公司可转换公司债券回售事项的核查意见
Zheng Quan Zhi Xing· 2025-07-27 16:14
Overview of the Buyback Situation - The buyback of convertible bonds by Zhengyuan Smart Group Co., Ltd. was triggered due to a significant change in the use of raised funds as approved in meetings held on July 7, 2025, and July 24, 2025 [1][2] - The additional buyback clause allows bondholders to sell their bonds back to the company if there is a major change in the implementation of the investment projects compared to the commitments made in the prospectus [2][3] Buyback Terms - The buyback price for the "Zhengyuan Convertible Bond 02" is set at 100.168 CNY per bond, which includes accrued interest and tax [3][4] - The accrued interest calculation formula is provided, with the interest rate for the current period being 0.6% and the interest period being 102 days [3][4] Buyback Process and Payment - The buyback announcement period requires the company to publish at least three announcements regarding the buyback, with specific timing outlined [4][5] - The buyback application period is from July 29, 2025, to August 4, 2025, during which bondholders can submit their buyback requests [4][5] - Payment for the buyback will be processed through the China Securities Depository and Clearing Corporation, with funds expected to be credited to investors by August 11, 2025 [5] Trading and Conversion During Buyback Period - The "Zhengyuan Convertible Bond 02" will continue to trade during the buyback period, but conversion rights will be suspended [5] Sponsor's Review Opinion - The sponsor, Zheshang Securities, has reviewed the buyback process and found it compliant with relevant regulations and the prospectus agreements, expressing no objections to the buyback [5]
紫光国微: 渤海证券股份有限公司关于紫光国芯微电子股份有限公司可转换公司债券回售有关事项的核查意见
Zheng Quan Zhi Xing· 2025-07-21 16:34
Fundraising Overview - The company issued 15 million convertible bonds with a face value of RMB 100 each, raising a total of RMB 150 million, after deducting issuance costs of RMB 12.12 million, resulting in a net amount of RMB 137.88 million [1] - The bonds were approved by the China Securities Regulatory Commission and began trading on July 14, 2021, under the name "Guo Wei Convertible Bonds" with the code "127038" [1] Redemption Conditions - The conditional redemption clause is activated if the company's stock price falls below 70% of the conversion price for 30 consecutive trading days during the last two interest years of the bonds [2] - The conversion price for the bonds is set at RMB 97.51 per share, meaning the stock price must remain above RMB 68.26 for the first period and RMB 68.11 for the second period to avoid triggering the redemption [2][3] Redemption Rights and Procedures - Bondholders have the right to redeem all or part of their bonds at face value plus accrued interest if the redemption conditions are met [3][5] - The redemption price is calculated to be RMB 100.212 per bond, including interest, with actual proceeds varying based on tax implications for different types of investors [4][5] Announcement and Reporting - The company is required to announce the redemption conditions and procedures within one trading day after the conditions are met, and to provide daily reminders until the end of the redemption period [5][6] - The redemption period for bondholders to submit their requests is from July 23 to July 29, 2025, with specific instructions on how to proceed [5][6] Compliance and Verification - The underwriting institution has verified that the redemption matters comply with relevant regulations and the terms outlined in the offering prospectus, expressing no objections to the redemption process [7]
紫光国微: 北京市中伦律师事务所关于紫光国芯微电子股份有限公司可转换公司债券回售的法律意见书
Zheng Quan Zhi Xing· 2025-07-21 16:34
Core Viewpoint - The legal opinion letter from Beijing Zhonglun Law Firm confirms that Unisoc Microelectronics Co., Ltd. can proceed with the repurchase of its convertible bonds under specified conditions outlined in relevant laws and regulations [6][11]. Group 1: Legal Framework and Approval - The issuance of convertible bonds by Unisoc Microelectronics has been approved by the Ministry of Finance and the Ministry of Education, as well as the China Securities Regulatory Commission, allowing for a total issuance of 1.5 million bonds with a face value of 1 billion yuan [7][10]. - The bonds were publicly issued on June 10, 2021, and listed on the Shenzhen Stock Exchange on July 14, 2021, with a total issuance amount of 1.5 billion yuan [7][10]. Group 2: Repurchase Conditions - According to the Management Measures and Regulatory Guidelines, bondholders have the right to sell back their bonds to the issuer under certain conditions, particularly if the stock price falls below 70% of the conversion price for a specified period [9][10]. - The specific repurchase terms state that if the company's stock price remains below the adjusted conversion price for a continuous period, bondholders can exercise their right to sell back the bonds at face value plus accrued interest [9][10]. Group 3: Current Situation and Conclusion - As of June 2025, the stock price of Unisoc Microelectronics has been below the required threshold, activating the conditional repurchase clause for the convertible bonds [10]. - The legal opinion concludes that the company is compliant with the relevant regulations and can proceed with the bond repurchase, provided that the bondholders submit their repurchase requests within the designated period [11].
龙大美食: 北京中伦(成都)律师事务所关于山东龙大美食股份有限公司可转换公司债券回售的法律意见书
Zheng Quan Zhi Xing· 2025-07-13 08:12
Group 1 - The legal opinion letter is issued by Beijing Zhonglun (Chengdu) Law Firm regarding the repurchase of convertible bonds by Shandong Longda Meishi Co., Ltd. [1] - The company has provided necessary and authentic materials for the issuance of the legal opinion letter, ensuring that all documents are true, accurate, complete, and valid [3][4] - The legal opinion is limited to domestic legal issues related to the repurchase of convertible bonds and does not cover financial, accounting, or overseas matters [4][5] Group 2 - The company has obtained internal approvals and authorizations for the public issuance of A-share convertible bonds, including various resolutions and feasibility reports [6][7] - The China Securities Regulatory Commission approved the public issuance of convertible bonds totaling 950 million yuan, with a term of 6 years [7][8] - The convertible bonds, named "Longda Convertible Bonds," were listed and began trading on August 7, 2020 [8] Group 3 - According to the regulations, bondholders have the right to repurchase their bonds under certain conditions, including a drop in stock price below 70% of the conversion price [8][9] - The specific conditions for the repurchase state that if the stock price falls below 6.51 yuan per share, bondholders can exercise their repurchase rights [9] - The company is currently in the last two interest years of the convertible bonds, and the repurchase conditions have been met [9][10] Group 4 - The legal opinion concludes that bondholders can repurchase their convertible bonds according to the relevant regulations and the terms outlined in the offering document [10]