本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大遗漏，并对其内容 的真实性、准确性和完整性承担法律责任。 重要内容提示： ● 转股期限：2023年5月23日至2028年11月16日 ● 自2025年8月26日至2025年9月15日期间，浙江寿仙谷医药股份有限公司（以下简称"公司"、"寿仙 谷"）股票满足连续三十个交易日中有十五个交易日的收盘价低于"寿22转债"当期转股价格的85%（即 31.31元/股），已触发"寿22转债"转股价格向下修正条款。 ● 经公司第五届董事会第三次会议审议通过，决定本次不向下修正"寿22转债"转股价格，且未来六个月 内（2025年9月16日至2026年3月15日），若再次触发"寿22转债"转股价格向下修正条款，亦不提出向下 修正方案。以2026年3月16日（若为非交易日则顺延）为首个交易日重新计算，若再次触发"寿22转 债"转股价格向下修正条款，公司董事会将再次召开会议决定是否行使"寿22转债"转股价格向下修正权 利。 一、"寿22转债"发行上市情况 经中国证券监督管理委员会"证监许可[2022]2165号"文核准，浙江寿仙谷医药股份有限公司（以下简 称" ...

证券代码：603896 证券简称：寿仙谷 公告编号：2025-059 债券代码：113660 债券简称：寿22转债 浙江寿仙谷医药股份有限公司 关于不向下修正"寿22转债"转股价格的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者重大遗漏，并对其内容 的真实性、准确性和完整性承担法律责任。 重要内容提示： 因公司实施2023年年度利润分配方案，自2024年6月20日，"寿22转债"转股价格由37.65元/股调整为 37.27元/股，详见《寿仙谷关于权益分派引起的"寿22转债"转股价格调整的公告》（公告编号：2024- 030）。 ● 股票代码：603896，股票简称：寿仙谷 因公司发生回购专用证券账户股份注销相关事宜，自2024年7月8日，"寿22转债"转股价格由37.27元/股 调整为37.11元/股，详见《寿仙谷关于回购专用证券账户股份注销完成暨调整可转债转股价格暨转股停 复牌的公告》（公告编号：2024-036）。 ● 自2025年8月26日至2025年9月15日期间，浙江寿仙谷医药股份有限公司（以下简称"公司"、"寿仙 谷"）股票满足连续三十个交易日中有十五个交易日的收盘价 ...

证券日报网讯 9月15日晚间，寿仙谷发布公告称，经公司第五届董事会第三次会议审议通过，决定本次 不向下修正"寿22转债"转股价格，且未来六个月内（2025年9月16日至2026年3月15日），若再次触 发"寿22转债"转股价格向下修正条款，亦不提出向下修正方案。以2026年3月16日（若为非交易日则顺 延）为首个交易日重新计算，若再次触发"寿22转债"转股价格向下修正条款，公司董事会将再次召开会 议决定是否行使"寿22转债"转股价格向下修正权利。 （编辑 楚丽君） ...

Meeting Overview - The second meeting of the fifth board of directors of Zhejiang Shouxiangu Pharmaceutical Co., Ltd. was held on August 27, 2025, in accordance with the Company Law and the Articles of Association [1] Financial Reporting - The board approved the 2025 semi-annual report, which complies with the relevant regulations and is accurate and complete [2] - The voting results for the semi-annual report were unanimous with 9 votes in favor, 0 against, and 0 abstentions [2] Fund Management - The board approved the special report on the storage and actual use of raised funds for the first half of 2025, confirming compliance with regulations and accurate disclosure [2] - The voting results for the fund management report were also unanimous with 9 votes in favor, 0 against, and 0 abstentions [2] Related Party Transactions - The board approved the proposal to increase the estimated amount of daily related party transactions for 2025, specifically raising the deposit limit with Wuyi Rural Commercial Bank to 550 million yuan [3][4] - The voting results for this proposal were 6 votes in favor, 0 against, and 0 abstentions, with certain directors abstaining from voting [3] Corporate Governance Changes - The board approved a proposal to change the company's registered capital and abolish the supervisory board, transferring its responsibilities to the audit committee [4] - The registered capital was adjusted from 198,241,889 yuan to 198,243,911 yuan due to the conversion of bonds [4] - The proposal to amend the Articles of Association was also approved with unanimous support [4] Upcoming Shareholder Meeting - The company plans to hold its first extraordinary general meeting of 2025 on September 18, 2025, in accordance with the Company Law and Articles of Association [5] - The voting results for the meeting proposal were unanimous with 9 votes in favor, 0 against, and 0 abstentions [5]

Meeting Overview - The second meeting of the fifth Supervisory Board of Zhejiang Shuxian Valley Pharmaceutical Co., Ltd. was held on August 27, 2025, with all three supervisors present [1] - The meeting was chaired by Ms. Xu Lingyan and complied with relevant regulations [1] Financial Report Approval - The Supervisory Board approved the 2025 semi-annual report, which accurately reflects the company's financial status and operational results, adhering to regulatory requirements [2] - The report was deemed to have no insider information leakage or other actions harming the company's interests [2] Fund Usage Report Approval - The Supervisory Board approved the special report on the storage and actual use of raised funds for the first half of 2025, confirming compliance with relevant regulations [2] - The report accurately reflects the usage of raised funds and fulfills information disclosure obligations [2] Related Party Transactions - The Supervisory Board approved the proposal to increase the estimated amount of daily related party transactions for 2025, stating that these transactions are based on operational needs and do not harm the interests of the company or shareholders [3] - The pricing of transactions with related parties is not substantially different from that with non-related parties [3] Capital Change and Governance Structure - The Supervisory Board approved a proposal to change the company's registered capital and abolish the Supervisory Board, transferring its responsibilities to the Audit Committee of the Board [4] - The registered capital will change from 198,241,889.00 yuan to 198,243,911.00 yuan due to the conversion of bonds into shares [4] - The proposal requires approval at the company's first extraordinary general meeting of 2025 [4]

Core Viewpoint - The announcement details the conversion results and share changes related to the "Shou 22 Convertible Bonds" issued by Zhejiang Shouxiangu Pharmaceutical Co., Ltd, highlighting the bond's issuance, conversion period, and adjustments to the conversion price due to equity distributions [1][2][3]. Group 1: Bond Issuance and Trading - The company issued 3.98 million convertible bonds with a face value of 100 yuan each, totaling 398 million yuan, approved by the China Securities Regulatory Commission [1]. - The bonds began trading on the Shanghai Stock Exchange on December 12, 2022, under the name "Shou 22 Convertible Bonds" with the code "113660" [1]. Group 2: Conversion Period and Price Adjustments - The conversion period for the bonds is from May 23, 2023, to November 16, 2028, with the initial conversion price set at 38.08 yuan per share [1]. - The conversion price was adjusted to 37.65 yuan per share on July 4, 2023, and will further adjust to 37.27 yuan on June 20, 2024, and to 36.84 yuan on June 6, 2025, due to equity distributions [1][2]. Group 3: Conversion Status - As of June 30, 2025, the total amount converted from the "Shou 22 Convertible Bonds" is 311,000 yuan, representing 0.0781% of the total issuance, resulting in 8,150 shares, which is 0.0041% of the company's total shares before conversion [2][3]. - The amount of unconverted bonds as of June 30, 2025, is 397.689 million yuan, accounting for 99.92% of the total issuance [3][4]. Group 4: Share Capital Changes - The total share capital before the conversion was 198,243,858 shares, which increased to 198,243,911 shares after the conversion of 53 shares [4].

Core Viewpoint - Zhejiang Shouxiangu Pharmaceutical Co., Ltd. maintains its credit rating of "AA-" for both its corporate and convertible bonds, with a stable outlook as per the latest tracking report by Zhongzheng Pengyuan [1][2]. Group 1: Credit Rating Details - The previous credit rating for the company and its convertible bonds was "AA-", with a stable outlook, issued on June 25, 2024 [1][2]. - The latest tracking credit rating report was issued on June 20, 2025, confirming the ratings remain unchanged [2]. Group 2: Regulatory Compliance - The company conducted the credit rating in accordance with the "Measures for the Issuance and Trading of Corporate Bonds" and the "Listing Rules for Corporate Bonds on the Shanghai Stock Exchange" [1].

Core Points - Zhejiang Shuxian Valley Pharmaceutical Co., Ltd. announced a cash dividend of 0.27 yuan per share for the fiscal year 2024, approved at the annual shareholders' meeting on May 13, 2025 [2][3][4] - The total cash dividend distribution amounts to approximately 53.53 million yuan, based on a total share capital of 198,243,911 shares [4] - The dividend will be distributed to all shareholders registered with the China Securities Depository and Clearing Corporation Limited Shanghai Branch as of the close of trading on the record date [3][4] Distribution Plan - The cash dividend distribution is based on the company's total share capital as of the record date, with each share receiving a cash dividend of 0.27 yuan (before tax) [4] - The distribution will be managed by the China Securities Depository and Clearing Corporation, with shareholders who have completed designated transactions able to receive their dividends on the payment date [6][8] Taxation Details - For individual shareholders holding unrestricted shares, no income tax will be withheld at the time of dividend distribution; tax will be calculated based on the holding period when shares are sold [9] - For shares held for less than one month, the tax rate is 20%; for one month to one year, the tax rate is 10%; and for over one year, dividends are exempt from personal income tax [9] - For foreign institutional investors, a 10% withholding tax will apply, resulting in a net dividend of 0.243 yuan per share [10] Convertible Bond Adjustment - The company announced an adjustment to the conversion price of its convertible bonds ("Shu 22 Convertible Bonds") due to the dividend distribution, changing from 37.11 yuan to 36.84 yuan per share [19][21] - The adjustment will take effect on June 6, 2025, with the bonds being suspended from conversion from May 28 to June 5, 2025 [21]

Group 1 - The company will suspend the conversion of its convertible bonds "寿 22 转债" from May 28, 2025, until the equity distribution registration date due to the implementation of the 2024 profit distribution plan [1][2] - The profit distribution plan proposes a cash dividend of 2.70 yuan (including tax) for every 10 shares based on the total share capital on the equity distribution registration date [1][2] - The company will announce the implementation of the equity distribution and the adjustment of the conversion price for "寿 22 转债" on May 29, 2025 [2] Group 2 - Holders of "寿 22 转债" can convert their bonds until May 27, 2025, to enjoy the equity distribution benefits [2] - The company will adjust the conversion price of "寿 22 转债" in accordance with the terms outlined in the bond issuance prospectus after the equity distribution [2] - The company has provided contact information for inquiries regarding the announcement [2]