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明阳电路: 国泰海通证券股份有限公司关于深圳明阳电路科技股份有限公司不提前赎回“明电转02”的核查意见
Zheng Quan Zhi Xing· 2025-07-30 16:36
Group 1 - The company issued 4.485 million convertible bonds named "Mingdian Zhuang 02" with a total amount of 448.50 million yuan, approved by the China Securities Regulatory Commission on July 3, 2023 [1][2] - The bonds were listed on the Shenzhen Stock Exchange on July 19, 2023, with an initial conversion price of 14.75 yuan per share starting from January 8, 2024 [2][3] - The board of directors approved a downward adjustment of the conversion price from 14.75 yuan to 12.09 yuan per share, effective May 8, 2024 [3] Group 2 - The company plans to distribute a cash dividend of 2.00 yuan per 10 shares based on a total share capital of 298,794,160 shares for the year 2023 [3][4] - The conversion price will be further adjusted to 11.89 yuan per share on May 30, 2024, and then to 11.91 yuan per share on July 12, 2024, due to stock repurchase and conversion activities [5][6] Group 3 - The company has conditional redemption clauses for the bonds, allowing redemption if the stock price exceeds 130% of the conversion price during the conversion period [6][7] - The board decided not to exercise the early redemption rights for "Mingdian Zhuang 02" to protect investor interests, considering the short conversion period starting January 8, 2024 [7][8] Group 4 - There have been no transactions of "Mingdian Zhuang 02" by major shareholders or executives in the six months prior to the redemption conditions being met, and no plans for future reductions have been reported [8][9] - The sponsor confirmed that the decision not to redeem early has followed necessary procedures and complies with relevant regulations [9]
富瀚微: 关于富瀚转债2025年付息的公告
Zheng Quan Zhi Xing· 2025-07-30 16:25
证券代码:300613 证券简称:富瀚微 公告编号:2025-048 债券代码:123122 债券简称:富瀚转债 上海富瀚微电子股份有限公司 关于富瀚转债 2025 年付息的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假 记载、误导性陈述或重大遗漏。 特别提示: "富瀚转债"将于 2025 年 8 月 6 日按面值支付第四年利息,每 10 张"富 瀚转债"(面值 1,000.00 元)利息为人民币 15 元(含税)。 深圳证券交易所收市后,在中国证券登记结算有限责任公司深圳分公司登记在册 的"富瀚转债"持有人享有本次派发的利息。在付息债权登记日前(包括付息债权 登记日)申请转换成公司股票的可转换公司债券不享受本计息年度及以后计息年 度的利息。 上海富瀚微电子股份有限公司(以下简称"富瀚微"或"公司")于 2021 年 子股份有限公司创业板向不特定对象发行可转换公司债券募集说明书》(以下简 称"《募集说明书》")及《上海富瀚微电子股份有限公司创业板向不特定对象发 行可转换公司债券上市公告书》 (以下简称"《上市公告书》")的相关条款的规定, 在"富瀚转债"的计息期限内,每年付息一次,现 ...
紫光国芯微电子股份有限公司 第八届董事会第二十六次会议决议公告
Core Viewpoint - The company decided not to adjust the conversion price of its convertible bonds, "Guo Wei Convertible Bonds," despite triggering conditions for a downward adjustment due to stock price performance [10][16]. Group 1: Board Meeting Decisions - The board meeting on July 29, 2025, unanimously approved the proposal not to adjust the conversion price of "Guo Wei Convertible Bonds" [2][11]. - The board also approved the use of self-owned funds to pay for part of the fundraising investment projects, with plans to replace these funds with raised capital later [3][19]. Group 2: Convertible Bond Details - "Guo Wei Convertible Bonds" were issued on June 10, 2021, with a total amount of 1.5 million bonds, each with a face value of 100 yuan, totaling 1.5 billion yuan [11][20]. - The initial conversion price was set at 137.78 yuan per share, which has been adjusted multiple times, with the latest adjustment bringing it to 97.30 yuan per share as of June 26, 2025 [11][13]. Group 3: Conditions for Price Adjustment - The company’s stock price fell below 85% of the current conversion price for at least 15 trading days within a 30-day period, triggering the conditions for a potential downward adjustment [10][16]. - The board's decision reflects confidence in the company's long-term development and aims to protect investor interests [16]. Group 4: Fundraising Project Management - The company plans to use self-owned funds for immediate project expenses, with a subsequent replacement by raised funds within six months [21][25]. - The decision to use self-owned funds is based on operational needs and compliance with relevant regulations, ensuring no impact on the project's implementation [25][27].
绿色动力: 绿色动力环保集团股份有限公司公开发行A股可转换公司债券2025年度第三次临时受托管理事务报告
Zheng Quan Zhi Xing· 2025-07-29 16:18
Core Viewpoint - The company, Green Power Environmental Group Co., Ltd., has issued a public offering of convertible bonds, with a total amount of 2.36 billion yuan, to enhance its capital structure and support its business operations [3][4][19]. Group 1: Bond Issuance Details - The total amount of the convertible bonds issued is 236 million yuan, with each bond having a face value of 100 yuan [4][6]. - The bonds have a maturity period of 6 years, from February 25, 2022, to February 24, 2028 [6]. - The coupon rates for the bonds are set progressively, starting from 0.20% in the first year to 2.00% in the sixth year [6][7]. Group 2: Conversion and Redemption Terms - The initial conversion price for the bonds is set at 9.82 yuan per share, subject to adjustments based on various corporate actions [8][10]. - The conversion period for the bonds is from September 5, 2022, to February 24, 2028 [7]. - The company has the right to redeem the bonds at 109% of the face value after the maturity period or under certain conditions during the conversion period [12][13]. Group 3: Use of Proceeds - The proceeds from the bond issuance, after deducting issuance costs, will be allocated to specific projects as outlined in the fundraising plan [16][17]. - The company may adjust the investment projects based on the actual amount raised and the operational situation [17]. Group 4: Price Adjustment Mechanism - The conversion price will be adjusted in accordance with the company's profit distribution and other corporate actions, ensuring that the interests of bondholders are protected [18][19]. - The adjustment of the conversion price due to the distribution of cash dividends will result in a new conversion price of 9.15 yuan per share, effective from July 30, 2025 [19].
帝尔激光: 关于帝尔转债2025年付息的公告
Zheng Quan Zhi Xing· 2025-07-28 16:26
Key Points - The company, Wuhan Dier Laser Technology Co., Ltd., will pay interest on its convertible bonds, known as "Dier Convertible Bonds," on August 5, 2025, for the period from August 5, 2024, to August 4, 2025, with an annual coupon rate of 1.50% [1][3] - Each holder of 10 Dier Convertible Bonds (with a face value of 1,000 yuan) will receive 15.00 yuan in interest, which includes tax [1][3] - The interest payment will be made to all registered holders of the Dier Convertible Bonds as of the close of trading on August 4, 2025 [4] - The company will not pay interest for the current and future interest periods if bondholders apply for conversion into company stock before the interest payment date [1][4] - The company has a long-term credit rating of AA- and the same rating applies to the Dier Convertible Bonds, with a stable outlook [2][3] - The interest income for individual bondholders is subject to a 20% withholding tax, which will be deducted by the payment agents [4][5] - Foreign institutional investors are exempt from corporate income tax and value-added tax on interest income from these bonds until December 31, 2025 [5]
ST岭南: 岭南生态文旅股份有限公司向不特定对象发行可转换公司债券2025年度第二十五次临时受托管理事务报告
Zheng Quan Zhi Xing· 2025-07-28 16:26
Core Viewpoint - The company is facing significant financial challenges, including a substantial decline in revenue and net profit, which may impact its ability to meet obligations related to the "Lingnan Convertible Bond" [4][5][6]. Group 1: Bond Payment and Management - The second phase of repayment for the "Lingnan Convertible Bond" is scheduled for July 31, 2025, with partial repayment based on the number of bonds held [2][10]. - The actual face value of the bonds will remain unchanged, and the number of bonds held by investors will be adjusted according to the repayment [9][10]. - The bond trustee, GF Securities, is closely monitoring the situation and will ensure that the interests of bondholders are protected [10]. Group 2: Financial Performance - In 2024, the company's revenue was 861.84 million yuan, a decrease of 59.55% compared to 2023 [4]. - The net profit attributable to shareholders for 2024 was -984.33 million yuan, indicating a reduction in the scale of losses compared to the previous year [4]. - For the first quarter of 2025, the net profit attributable to shareholders was -66.40 million yuan, a 26.36% decrease in losses compared to the same period in 2024 [4]. Group 3: Operational Risks - The company is experiencing operational difficulties due to delays in project bidding and construction, leading to liquidity pressures and a high debt-to-asset ratio [3][5]. - There is a risk of litigation and arbitration due to payment delays to suppliers, with 251 pending lawsuits amounting to approximately 294.64 million yuan [8]. Group 4: Market and Regulatory Risks - The company's stock is at risk of delisting if the closing price remains below 1 yuan for 20 consecutive trading days [7]. - The company has not yet secured written consent for pledging accounts receivable and equity from project companies as collateral for the convertible bonds, which adds uncertainty to the asset's realizable value [6][5].
豫光金铅: 国联民生证券承销保荐有限公司关于河南豫光金铅股份有限公司不行使“豫光转债”提前赎回权利的核查意见
Zheng Quan Zhi Xing· 2025-07-28 16:13
Core Viewpoint - The company, Henan Yuguang Gold Lead Co., Ltd., has decided not to exercise the early redemption rights of its convertible bonds, known as "Yuguang Convertible Bonds," based on confidence in its future development and current market conditions [1][5]. Group 1: Issuance and Terms of "Yuguang Convertible Bonds" - The company issued a total of 710 million yuan in convertible bonds on August 12, 2024, with a maturity of six years and a face value of 100 yuan per bond [1]. - The coupon rates for the bonds are structured to increase over the years, starting from 0.10% in the first year to 2.00% in the sixth year [1]. - The initial conversion price is set at 6.17 yuan per share, which will be adjusted to 5.95 yuan per share following a cash dividend distribution of 0.225 yuan per share [2]. Group 2: Redemption Conditions - The company has the right to redeem the bonds if either of the following conditions is met: the stock price remains at or above 130% of the conversion price for at least 15 out of 30 consecutive trading days, or if the remaining balance of unconverted bonds is less than 30 million yuan [3]. - The company’s board has decided not to exercise the early redemption rights, considering the company's future prospects and current operational conditions [4]. Group 3: Trading Activity of Related Parties - The actual controller and major shareholders of the company have not engaged in trading the "Yuguang Convertible Bonds" in the six months prior to the redemption conditions being met, with the exception of one entity that held 489,240 bonds without any transactions during that period [4]. - As of the date of the verification opinion, there are no plans for these parties to trade the bonds in the upcoming six months [5]. Group 4: Verification Opinion - The underwriting institution has confirmed that the decision not to redeem the bonds early has been approved by the company's board and complies with relevant regulations [5].
国科天成: 3-1 证券发行保荐书
Zheng Quan Zhi Xing· 2025-07-25 16:14
Core Viewpoint - Guoke Tianceng Technology Co., Ltd. plans to issue convertible bonds not exceeding 880 million yuan to unspecified investors, with Guotai Junan Securities Co., Ltd. as the sponsor for this issuance [1][2]. Group 1: Issuance Details - The issuance amount is set at a maximum of 880 million yuan [1]. - The sponsor for this issuance is Guotai Junan Securities Co., Ltd. [2]. - The designated representatives for the issuance are Xu Yu and Chen Libin, both with extensive experience in investment banking [2][3]. Group 2: Company Overview - Guoke Tianceng Technology Co., Ltd. is listed on the Shenzhen Stock Exchange under the stock code 301571.SZ [4]. - The company specializes in the research, production, and sales of optoelectronic products, navigation products, and remote sensing data products [5]. - As of March 31, 2025, the company has a total share capital of 17,942.59 million shares, with 80% being restricted shares and 20% being freely tradable shares [5]. Group 3: Financial Performance - The company's revenue for the first quarter of 2025 was 11,969.47 million yuan, showing a significant increase compared to previous years [6][11]. - The main business revenue composition includes optoelectronic business (87.56%), navigation business (5.19%), information systems (0.68%), and remote sensing (6.57%) [6][7]. - The company has achieved a total of 44 invention patents, 14 utility model patents, and 22 design patents, indicating a strong focus on technological innovation [5][6]. Group 4: Shareholder Structure - As of March 31, 2025, the top ten shareholders hold a combined 51.58% of the company's shares, with no pledges or freezes on these shares [5]. - The controlling shareholders are Luo Juedian and Wu Mingxing, who collectively hold 28.97% of the voting rights [9].
国科天成: 4-1 法律意见书
Zheng Quan Zhi Xing· 2025-07-25 16:14
Core Viewpoint - The legal opinion letter issued by Beijing King & Wood Mallesons (Chengdu) Law Firm confirms the compliance of Guoke Tianceng Technology Co., Ltd. with the regulations for issuing convertible bonds to unspecified objects, detailing the necessary legal frameworks and procedures involved in the issuance [1][2][4]. Group 1: Legal Framework and Compliance - The law firm conducted its analysis based on various Chinese laws and regulations, including the Securities Law and Company Law, ensuring adherence to the legal standards required for the issuance of convertible bonds [2][3]. - The firm verified the authenticity and completeness of the documents provided by the issuer, ensuring that all materials were accurate and legally compliant [2][3]. Group 2: Issuance Details - The total amount of the convertible bonds to be issued is capped at RMB 880 million, with each bond having a face value of RMB 100 [12][13]. - The bonds will have a maturity period of six years, with interest paid annually, and the specific interest rate will be determined based on market conditions and company performance [13][14]. - The conversion period for the bonds will commence six months after issuance and will last until the maturity date [14][17]. Group 3: Conversion and Redemption Terms - The initial conversion price will be set based on the average trading price of the company's A-shares over the twenty trading days prior to the announcement, with provisions for adjustments in case of stock changes [15][16]. - The company reserves the right to redeem the bonds at face value plus accrued interest under certain conditions, such as when the stock price exceeds 130% of the conversion price for a specified period [19][19]. - Holders of the convertible bonds have the right to sell back their bonds to the company if the stock price falls below 70% of the conversion price during the last two interest years [19].
国科天成: 3-3 上市保荐书
Zheng Quan Zhi Xing· 2025-07-25 16:14
Core Viewpoint - The company, Teemsun Technology Co., Ltd., is planning to issue convertible bonds to unspecified investors, aiming to raise up to RMB 880 million to enhance its production capacity and improve its core component supply capabilities [15][23]. Company Overview - Teemsun Technology Co., Ltd. specializes in the research, production, and sales of optoelectronic products, particularly in infrared thermal imaging, navigation, and remote sensing [4][3]. - The company has obtained a total of 80 patents, including 44 invention patents, 14 utility model patents, and 22 design patents, showcasing its commitment to technological innovation [4]. Financial Data - As of the end of 2024, the total assets of the company amounted to RMB 2.5198 billion, with total liabilities of RMB 671.26 million, resulting in total equity of RMB 1.8485 billion [5]. - The company reported a revenue of RMB 960.65 million for the year 2024, with a net profit of RMB 175.43 million, reflecting a significant increase from RMB 121.42 million in 2023 [5][6]. Business Risks - The company faces risks related to macroeconomic changes, particularly in the defense sector, which could impact demand for its products [8]. - There is a risk of technological obsolescence in the optoelectronic industry, necessitating continuous investment in research and development [8]. - The company is also exposed to risks associated with the production capacity of its self-developed T2SL detectors, which are still in the ramp-up phase [8]. Issuance Details - The convertible bonds will have a face value of RMB 100 each and a maturity period of six years [15]. - The issuance will prioritize existing shareholders, with any remaining bonds offered to institutional investors [15][24]. Management and Oversight - The underwriting and advisory roles are being handled by Guotai Junan Securities, with a commitment to adhere to regulatory standards and ensure the integrity of the issuance process [18][21].