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信安世纪: 西部证券股份有限公司关于北京信安世纪科技股份有限公司向不特定对象发行可转换公司债券之上市保荐书
Zheng Quan Zhi Xing· 2025-08-27 09:20
西部证券股份有限公司 关于 北京信安世纪科技股份有限公司 向不特定对象发行可转换公司债券 之 上市保荐书 保荐人(主承销商) (陕西省西安市新城区东新街319号8幢10000室) 二〇二五年八月 上市保荐书 声 明 本保荐人及保荐代表人根据《中华人民共和国公司法》 (以下简称"《公司法》") 《中华人民共和国证券法》(以下简称"《证券法》")《上市公司证券发行注册管 理办法》 (以下简称"《注册管理办法》") 《上海证券交易所科创板股票上市规则》 《证券发行上市保荐业务管理办法》《上海证券交易所上市公司证券发行与承销 业务实施细则》等有关法律、行政法规和中国证券监督管理委员会、上海证券交 易所的规定,诚实守信,勤勉尽责,严格按照依法制定的业务规则和行业自律规 范出具上市保荐书,并保证所出具文件真实、准确、完整。 本上市保荐书中如无特别说明,相关用语具有与《北京信安世纪科技股份有 限公司向不特定对象发行可转换公司债券募集说明书》中的含义相同。 上市保荐书 目 录 三、本次证券发行的项目保荐代表人、项目协办人及项目组其他成员情况...... 22 上市保荐书 一、发行人概况 (一)发行人基本情况 中文名称 北京信 ...
信安世纪: 北京市通商律师事务所关于北京信安世纪科技股份有限公司向不特定对象发行可转换公司债券的法律意见书
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Viewpoint - Beijing Xin'an Century Technology Co., Ltd. is planning to issue convertible bonds to unspecified objects, which has received necessary approvals from its board and shareholders, but still requires approval from the Shanghai Stock Exchange and registration with the China Securities Regulatory Commission [7][9][15]. Group 1: Issuance Details - The issuance of convertible bonds is aimed at raising a total of up to 498 million yuan, which will be used for projects related to key technology research and productization in commercial cryptography and data security [9][12]. - The company has obtained necessary internal approvals, including from its board of directors and shareholders, to proceed with the issuance [7][8]. Group 2: Financial Performance - The company's net profits for the last three years were reported as 163.92 million yuan, 11.22 million yuan, and a loss of 47.82 million yuan, with an average distributable profit of 42.44 million yuan [9][15]. - The average distributable profit is sufficient to cover the interest on the convertible bonds for one year, meeting the requirements set forth in the Securities Law [9][15]. Group 3: Compliance and Legal Framework - The issuance complies with the Company Law and Securities Law, and the company has established a sound organizational structure to fulfill its responsibilities [9][15]. - The legal opinion issued by Beijing Tongshang Law Firm confirms that the company has met all necessary legal requirements for the issuance of convertible bonds [4][15]. Group 4: Independence and Governance - The company operates independently from its controlling shareholders, with a clear separation in business operations, assets, and financial management [15][16]. - The governance structure includes a board of directors, supervisory board, and independent directors, ensuring compliance with relevant regulations [15][16]. Group 5: Major Assets and Investments - The company owns 221 patents, 89 registered trademarks, and 316 software copyrights, indicating a strong intellectual property portfolio [22][23]. - The company has no significant financial investments or liabilities that could impact its operational independence [18][24].
信安世纪: 西部证券股份有限公司关于北京信安世纪科技股份有限公司向不特定对象发行可转换公司债券之发行保荐书
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Viewpoint - Beijing Infosec Technologies Co., Ltd. is issuing convertible bonds to unspecified investors, with West Securities acting as the sponsor for this issuance [1][3]. Group 1: Issuer and Sponsor Information - The issuer is Beijing Infosec Technologies Co., Ltd., established on August 31, 2001, with a registered capital of 317.15 million RMB [4][5]. - West Securities Co., Ltd. is the sponsor for the issuance, with designated representatives Zhang Suxian and He Si overseeing the project [3][4]. Group 2: Issuance Details - The company plans to raise up to 498 million RMB through the issuance of convertible bonds, which will be used for key technology research and productization projects [15][20]. - The bonds will have a maturity of six years and will be issued at a face value of 100 RMB each [23][30]. Group 3: Compliance and Approval - The issuance complies with the relevant laws and regulations, including the Company Law and Securities Law, and has undergone necessary decision-making procedures [8][11]. - The company has confirmed that it meets the conditions for issuing convertible bonds, including having a sound organizational structure and sufficient average distributable profits to cover interest payments [10][12][18]. Group 4: Financial Health and Use of Proceeds - The average distributable profit over the last three years is reported to be 42.44 million RMB, sufficient to cover the interest on the bonds [10][17]. - The funds raised will strictly be used for the company's main business activities and will not be allocated for loss compensation or non-productive expenditures [16][20].
ST应急: 关于应急转债赎回实施暨最后半个转股日的重要提示性公告
Zheng Quan Zhi Xing· 2025-08-27 04:13
Core Points - The company has announced the forced redemption of its convertible bonds, "Emergency Convertible Bonds," at a price of 100.77 yuan per bond, effective after the close of trading on August 27, 2025 [1][2][3] - Investors are urged to convert their bonds into shares before the final conversion date to avoid potential losses, as the redemption price differs significantly from the current market price [1][2][3] - The company has triggered the conditional redemption clause due to its stock price meeting specific criteria over a 30-day trading period [3][7] Company Information - The company issued 8,189,312 convertible bonds on April 10, 2020, with a total value of 818.93 million yuan and a maturity of six years [3][4] - The conversion period for these bonds started on October 16, 2020, and will end on April 9, 2026 [4] - The conversion price was adjusted to 7.06 yuan per share, effective from May 16, 2024, based on the company's stock performance [6] Redemption Details - The redemption price of 100.77 yuan per bond includes the principal and accrued interest calculated at a rate of 2.00% [7][8] - The redemption process will conclude with the bonds being delisted from the Shenzhen Stock Exchange after the redemption date [2][9] - The redemption funds will be credited to the accounts of bondholders on September 4, 2025 [9]
金埔园林: 金埔园林股份有限公司向不特定对象发行可转换公司债券2025年度第5次临时受托管理事务报告
Zheng Quan Zhi Xing· 2025-08-27 00:18
Core Viewpoint - Jinpu Garden Co., Ltd. is issuing convertible bonds to unspecified investors, with a total fundraising amount of 520 million yuan, aiming to enhance its financial position and support long-term development [2][6]. Group 1: Bond Issuance Overview - The company has received approval from the China Securities Regulatory Commission to issue 5.2 million convertible bonds, each with a face value of 100 yuan, totaling 52 million yuan [2]. - After deducting underwriting fees and other expenses, the net proceeds from the bond issuance amount to approximately 51.28 million yuan [2][3]. - The bonds have a credit rating of A+, and the company plans to redeem the bonds at 115% of the face value after maturity [3][4]. Group 2: Bond Terms and Conditions - The bonds will have a fixed interest rate of 2.40% for the fifth year and 3.00% for the sixth year [3]. - The company has the right to redeem the bonds under certain conditions, such as if the stock price exceeds 130% of the conversion price for 15 out of 30 consecutive trading days [4]. - Holders of the bonds have the right to sell them back to the company under specific conditions, including significant changes in the use of raised funds [5][6]. Group 3: Corporate Governance and Changes - The company is terminating its 2024 restricted stock incentive plan, which will reduce its registered capital by 3.5 million yuan [6][8]. - Amendments to the company's articles of association and rules governing bondholder meetings have been made to comply with new regulations and improve governance [7][8]. - These changes are expected to have no adverse impact on the company's operations or financial status [8].
武进不锈: 江苏武进不锈股份有限公司2025年半年度报告
Zheng Quan Zhi Xing· 2025-08-26 10:15
Core Viewpoint - Jiangsu Wujin Stainless Steel Co., Ltd. reported a significant decline in revenue and net profit for the first half of 2025, indicating challenges in the stainless steel industry due to reduced demand and increased operational pressures [1][2]. Company Overview and Financial Indicators - The company’s main business involves the research, production, and sales of industrial stainless steel pipes and fittings, primarily used in industries such as petroleum, chemical, natural gas, and power equipment manufacturing [3]. - For the first half of 2025, the company achieved operating revenue of approximately CNY 1.12 billion, a decrease of 26.82% compared to the same period last year [2]. - The total profit for the period was approximately CNY 81.32 million, down 49.04% year-on-year, while the net profit attributable to shareholders was approximately CNY 75.50 million, a decline of 46.05% [2]. - The company’s total assets increased by 2.81% to approximately CNY 4.16 billion, and the net assets attributable to shareholders rose by 0.81% to approximately CNY 2.62 billion [2]. Business Operations and Market Conditions - The company operates on an "order-based production" model, producing a variety of products based on customer demand, which has been affected by a decline in construction steel demand and stable manufacturing steel demand [3]. - The stainless steel industry in China faced challenges, with imports decreasing by 25.30% to 827,500 tons, while exports increased by 5.70% to 2.5 million tons [3]. - The apparent consumption of stainless steel in China rose by 3.10% to 16.57 million tons, indicating a mixed market environment with both growth and challenges [3]. Financial Performance Analysis - The company’s operating costs decreased by 24.90% to approximately CNY 959.28 million, reflecting efforts to manage expenses amid declining revenues [4]. - The net cash flow from operating activities was approximately CNY 109.24 million, down 63.63% compared to the previous year, indicating tighter cash flow management [4]. - Research and development expenses increased by 68.88% to approximately CNY 32.07 million, highlighting the company's commitment to innovation despite financial pressures [4]. Quality and Certification - The company emphasizes high product quality and has obtained various certifications, including ISO 9001 and API certification, which enhance its reputation in both domestic and international markets [5][6]. - The company has established long-term partnerships with major clients, including Sinopec and Saudi Aramco, which underscores its competitive position in the industry [5]. Shareholder and Governance Information - As of the end of the reporting period, the company had a total of 17,879 shareholders, with the top three shareholders holding a combined 34.83% of the shares [7]. - The company did not propose any profit distribution or capital reserve transfer plans for the reporting period, indicating a focus on retaining earnings for future investments [7].
海泰科: 关于海泰转债转股数额累计达到转股前公司已发行股份总额10%的公告
Zheng Quan Zhi Xing· 2025-08-26 08:11
Key Points - The total number of shares converted from the "HaiTai Convertible Bonds" has reached 8,801,371 shares, accounting for 10.58% of the company's total shares before conversion [1][5] - As of August 25, 2025, a total of 2,300,210 bonds have been converted into company shares, with 1,665,506 bonds remaining unconverted, representing 42.00% of the total issued convertible bonds [5][6] - The company issued 3,965,716 convertible bonds on June 27, 2023, raising a total of RMB 396,571,600, with a net amount of RMB 391,375,588.47 after deducting issuance costs [2][3] - The convertible bonds are listed on the Shenzhen Stock Exchange under the name "HaiTai Convertible Bonds" and code "123200," starting from July 17, 2023 [2] - The conversion period for the bonds is from January 3, 2024, to June 26, 2029 [2] - The conversion price has been adjusted multiple times, currently set at RMB 26.06 per share, effective from June 20, 2025 [3][4]
卡倍亿: 关于暂未获得环评批复而向深圳证券交易所申请中止审核向不特定对象发行可转换公司债券申请文件的公告
Zheng Quan Zhi Xing· 2025-08-26 08:11
Group 1 - The company, Ningbo Kabeiyi Electric Technology Co., Ltd., has applied to suspend the review of its application for issuing convertible bonds due to pending environmental impact assessment (EIA) approvals for its projects [1][2] - The company received a notification from the Shenzhen Stock Exchange regarding the acceptance of its application on July 10, 2025, and subsequently received an inquiry letter on July 30, 2025 [1] - The suspension of the review is expected to last no more than one month, and the company will apply to resume the review once the EIA approvals are obtained [2] Group 2 - The projects affected by the EIA approvals include the "Shanghai High-Speed Copper Cable Project" and the "Ningbo Automotive Cable Reconstruction Project" [2] - The company assures that the suspension of the bond issuance review will not impact its normal production and operations [2] - The company has been actively responding to the inquiries from the Shenzhen Stock Exchange and has provided detailed replies to the questions raised [1]
本川智能: 关于向不特定对象发行可转换公司债券申请文件审核问询函回复的提示性公告
Zheng Quan Zhi Xing· 2025-08-26 04:13
Core Viewpoint - Jiangsu Benchuan Intelligent Circuit Technology Co., Ltd. is in the process of responding to an inquiry from the Shenzhen Stock Exchange regarding its application to issue convertible bonds to unspecified investors, indicating ongoing regulatory scrutiny and the need for compliance with disclosure requirements [1][2]. Group 1: Company Actions - The company has received an inquiry letter from the Shenzhen Stock Exchange's listing review center concerning its application for issuing convertible bonds [1]. - In response to the inquiry, the company, along with relevant intermediaries, has conducted a thorough review and provided detailed replies to the questions raised [1]. - The company has supplemented and revised its application documents accordingly and will disclose the responses and updated application files through the Shenzhen Stock Exchange's system [1]. Group 2: Regulatory Process - The issuance of convertible bonds is subject to approval from the Shenzhen Stock Exchange and requires consent from the China Securities Regulatory Commission before implementation [2]. - There is uncertainty regarding whether the company will pass the review by the Shenzhen Stock Exchange and receive the necessary registration approval from the regulatory authority [2]. - The company commits to timely information disclosure in accordance with relevant laws and regulations as the situation progresses [2].
本川智能: 东北证券股份有限公司关于江苏本川智能电路科技股份有限公司向不特定对象发行可转换公司债券之上市保荐书
Zheng Quan Zhi Xing· 2025-08-26 04:13
Core Viewpoint - Jiangsu Allfavor Intelligent Technology Co., Ltd. plans to issue convertible bonds to raise funds not exceeding 490 million yuan, with Northeast Securities acting as the sponsor for the listing on the Shenzhen Stock Exchange [1][2]. Company Overview - Jiangsu Allfavor Intelligent Technology Co., Ltd. was established on August 23, 2006, and listed on August 5, 2021, with a registered capital of 77.2983 million yuan [1]. - The company specializes in the research, production, and sales of printed circuit boards (PCBs), focusing on small batch production and has accumulated extensive industry experience and technical expertise [2][3]. Main Business and Products - The company offers a diverse range of PCB products, including high-frequency and high-speed boards, flexible boards, rigid-flex boards, HDI boards, and ceramic substrates, targeting mid-to-high-end applications in communication equipment, automotive electronics, and renewable energy [3][4]. - The product categories include double-sided boards, multilayer boards, rigid boards, flexible boards, metal substrates, thick copper boards, and HDI boards, each designed for specific applications and performance requirements [4][5]. Core Technologies and R&D Level - The company has developed several core technologies, including optical module PCB processing, pulse electroplating technology, and PTFE material processing technology, enhancing its competitive edge in the communication sector and high-frequency applications [6][7][8]. - R&D investment has been significant, with R&D expenses amounting to 30.864 million yuan in 2024, representing a research expense ratio of 5.18% [11]. Financial Data and Indicators - The company reported total assets of approximately 1.353 billion yuan and total liabilities of about 350 million yuan as of March 31, 2025 [13]. - The operating income for the first quarter of 2025 was approximately 170.49 million yuan, with a net profit of about 10.13 million yuan [14]. - Key financial ratios include a current ratio of 2.20 and a quick ratio of 1.85, indicating a strong liquidity position [14][15].