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、准确性和完整性依法承担法律责任。 重要内容提示： ● 风险提示：可转债持有人选择回售等同于以人民币100.38元/张（含当期利息）卖出持有的"金宏转 债"。截至本公告披露日，"金宏转债"的收盘价高于本次回售价格，可转债持有人选择回售可能会带来 损失，敬请可转债持有人注意风险。 2025年11月24日，金宏气体股份有限公司（以下简称"公司"）召开了2025年第二次临时股东会和"金宏 转债"2025年第一次债券持有人会议，分别审议通过了《关于变更募集资金投资项目投资规模并结项暨 使用节余募集资金向控股孙公司借款以实施在建项目的议案》。根据《金宏气体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》（以下简称"《募集说明书》"）的约定，"金宏转债"附加回售条 款生效。 现依据《上市公司证券发行注册管理办法》《可转换公司债券管理办法》《上海证券交易所股票上市规 则》和《募集说明书》，就回售有关事项向全体"金宏转债"持有人公告如下： 一、回售条款 （一）附加回售条款 根据公司《募集说明书》的规定，"金宏转债"附加 ...

（编辑 任世碧） 证券日报网讯 11月26日晚间，金宏气体发布公告称，本次回售不具有强制性，"金宏转债"持有人有权 选择是否进行回售。风险提示：可转债持有人选择回售等同于以人民币100.38元/张（含当期利息）卖 出持有的"金宏转债"。截至本公告披露日，"金宏转债"的收盘价高于本次回售价格，可转债持有人选择 回售可能会带来损失，敬请可转债持有人注意风险。 ...

Core Points - The company Jin Hong Gas announced that convertible bondholders can choose to sell their "Jin Hong Convertible Bonds" at a price of RMB 100.38 per bond, including the current interest [2] - As of the announcement date, the closing price of the "Jin Hong Convertible Bonds" is higher than the repurchase price, indicating that bondholders opting for the repurchase may incur losses [2]

金宏气体股份有限公司 证券代码：688106 证券简称：金宏气体 公告编号：2025-063 转债代码：118038 转债简称：金宏转债 2025年第二次临时股东会决议公告 本公司董事会及全体董事保证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、准确性和完整性依法承担法律责任。 重要内容提示： ● 本次会议是否有被否决议案：无 一、会议召开和出席情况 （一）股东会召开的时间：2025年11月24日 （二）股东会召开的地点：苏州市相城区黄埭镇潘阳工业园安民路6号VIP会议室 （三）出席会议的普通股股东、特别表决权股东、恢复表决权的优先股股东及其持有表决权数量的情 况： ■ （四）表决方式是否符合《公司法》及公司章程的规定，股东会主持情况等。 本次股东会由公司董事会召集，董事长金向华先生主持，采用现场投票与网络投票相结合的方式召开。 本次会议的召集、召开及表决方式符合《中华人民共和国公司法》《上海证券交易所科创板股票上市规 则》及《公司章程》的有关规定。 （五）公司董事和董事会秘书的列席情况 1、公司在任董事9人，列席9人； 2、公司董事会秘书陈莹女士出席了本次股东会；其他高管列席了本 ...

Core Viewpoint - The company, Jinhong Gas Co., Ltd., is preparing for its first extraordinary general meeting of shareholders in 2025, scheduled for September 9, 2025, to discuss significant governance changes, including the cancellation of the supervisory board and amendments to the company's articles of association [4][21]. Group 1: Company Overview - Jinhong Gas Co., Ltd. is listed under the stock code 688106 and is preparing for a significant governance restructuring [4][21]. - The company will no longer have a supervisory board, with its functions being transferred to the audit committee of the board of directors [21][20]. Group 2: Financial Data - The company plans to change its registered capital from 481,972,213 yuan to 481,977,548 yuan due to the conversion of convertible bonds [21][22]. - The total share capital will also increase from 481,972,213 shares to 481,977,548 shares as a result of the bond conversion [21][22]. Group 3: Governance Changes - The company will revise its articles of association to reflect the cancellation of the supervisory board and other governance updates [22][25]. - Several governance documents will be renamed or merged, including the renaming of the "Shareholders' Meeting Rules" to "Shareholders' Meeting Procedures" [25][26]. Group 4: Shareholder Meeting Details - The extraordinary general meeting will utilize both on-site and online voting methods, with specific time slots for voting [5][9]. - Shareholders must register to attend the meeting, with detailed instructions provided for both individual and institutional shareholders [11][13].

Core Points - The company announced the interest payment schedule for its convertible bonds, with the payment date set for July 17, 2025 [1][4] - The total amount of convertible bonds issued is 101,600 million yuan, with a maturity period of six years from July 17, 2023, to July 16, 2029 [2][4] - The coupon rates for the bonds increase progressively from 0.30% in the first year to 2.00% in the sixth year [2][4] Convertible Bond Issuance Overview - The company issued 10,160,000 convertible bonds at a face value of 100 yuan each, approved by the China Securities Regulatory Commission [2][4] - The bonds are listed on the Shanghai Stock Exchange under the name "金宏转债" and code "118038" since August 10, 2023 [2][4] Conversion and Pricing - The initial conversion price for the bonds was set at 27.48 yuan per share, adjusted to 27.46 yuan after the issuance of new shares [2][3] - The conversion price was further adjusted to 26.97 yuan due to the company's annual equity distribution and subsequently to 19.07 yuan following a price correction clause activation [3][4] Interest Payment Details - The interest payment for the second year will cover the period from July 17, 2024, to July 16, 2025, with a coupon rate of 0.50% [4][5] - The interest amount per bond will be 0.50 yuan (before tax), resulting in a net payment of 0.40 yuan after tax deductions [7][4] Payment Schedule - The bondholders will be registered as of July 16, 2025, with interest payments made within five trading days after the payment date [5][6] - The company has appointed China Securities Depository and Clearing Corporation Limited Shanghai Branch to handle the interest payments [6][8]

Core Points - The company has issued convertible bonds named "Jinhong Convertible Bonds" which can be converted into shares starting from January 21, 2024 [1][3] - As of June 30, 2025, a total of RMB 112,000 has been converted into 5,535 shares, representing 0.0011% of the total shares before conversion [1][6] - The remaining amount of unconverted convertible bonds is RMB 1,015,888,000, accounting for 99.9890% of the total issuance [1][6] Convertible Bond Issuance Overview - The company was approved to issue 10,160,000 convertible bonds at a face value of RMB 100 each, raising a total of RMB 1,016,000,000 [2] - After deducting issuance costs of RMB 11,840,377.36, the net proceeds amount to RMB 1,004,159,622.64 [2] - The bonds have a term of six years, from July 17, 2023, to July 16, 2029 [2] Conversion Price Adjustments - The initial conversion price was set at RMB 27.48 per share, which was adjusted to RMB 27.46 on April 30, 2024, and further adjusted to RMB 27.12 on May 23, 2024, due to annual equity distribution [3][4] - A significant downward adjustment occurred on October 16, 2024, reducing the conversion price to RMB 19.07 per share [5] - Following the 2024 annual equity distribution, the conversion price was adjusted to RMB 18.97 on May 16, 2025 [5] Share Capital Changes - As of June 30, 2025, the total number of shares increased from 481,977,391 to 481,977,496 due to the conversion of 105 shares [6] - The equity structure of the company remains unchanged, with no significant impact on shareholders' rights [6] Additional Information - For detailed information regarding the convertible bonds, investors are directed to the company's prospectus published on July 13, 2023 [7]

Core Points - The company has disclosed that its cumulative new borrowings for the year 2025 have exceeded 20% of its net assets as of the end of the previous year [1] - As of December 31, 2024, the company's audited net assets were 334,985.23 million, and the borrowing balance was 129,333.24 million [1] - As of May 31, 2025, the borrowing balance increased to 212,695.21 million, representing an increase of 83,361.97 million, which is 24.89% of the net assets as of the end of 2024 [1] Financial Data Overview - The company reported a net asset value of 334,985.23 million as of December 31, 2024, and a borrowing balance of 129,333.24 million [1] - The borrowing balance as of May 31, 2025, was 212,695.21 million, indicating a significant increase in borrowings [1] Types of New Borrowings - The company has added a total of 83,361.97 million in new bank borrowings as of May 31, 2025 [2] - There are no other types of borrowings reported [3] Impact on Debt Servicing Ability - The new borrowings are intended to meet the company's daily operational needs and fall within the scope of normal business activities [4] - The company's financial condition is stable, and all debts are being repaid on time, indicating that the new borrowings will not adversely affect its operational status or debt servicing ability [4] Additional Notes - The financial data provided is based on consolidated figures, with only the end-of-2024 data being audited [5]

Overview of the Convertible Bond Issuance - Jinhong Gas Co., Ltd. has issued 10,160,000 convertible bonds with a face value of RMB 100 each, raising a total of RMB 101,600 million, approved by the China Securities Regulatory Commission on July 17, 2023 [1][2][9] - The bonds have a maturity of six years, from July 17, 2023, to July 16, 2029, and will start converting into shares on January 21, 2024 [1][2][3] Financial Performance - For the fiscal year 2024, Jinhong Gas reported a revenue of RMB 252,527.77 million, a 4.03% increase from RMB 242,735.33 million in 2023 [21] - The net profit attributable to shareholders decreased by 36.12% to RMB 20,122.51 million compared to the previous year [21] - The total assets of the company increased by 8.46% to RMB 676,722.74 million as of the end of 2024 [21] Use of Proceeds - The proceeds from the bond issuance will be used for projects including the construction of electronic-grade nitrogen, liquid nitrogen, and liquid oxygen facilities, with a total project investment of RMB 124,093.66 million [10][22] - The net proceeds after deducting issuance costs amount to RMB 1,004,159,622.64 [22] Bondholder Rights and Obligations - Bondholders have rights to interest payments, conversion to shares, and the ability to sell back the bonds under certain conditions [11][12] - The company is obligated to adhere to the terms of the bond issuance and ensure timely payment of interest and principal [19][20] Credit Rating - The bonds have been rated AA- by China Chengxin International Credit Rating Co., Ltd., with a stable outlook [11]

Core Viewpoint - The credit rating of Jinhong Gas Co., Ltd. is maintained at AA- with a stable outlook, reflecting its comprehensive service capabilities and leading technology in the domestic gas industry, despite challenges such as insufficient downstream demand and intense industry competition [2][4][5]. Company Overview - Jinhong Gas has a complete range of products and maintains a competitive edge in the regional market, with its technology at the leading level among domestic gas companies [2][5][12]. - The company is actively expanding its onsite gas production business through new projects and acquisitions, with a focus on enhancing its market share and product offerings [13][17]. Financial Performance - Total assets increased from 47.35 billion in 2022 to 70.51 billion in 2025, while total liabilities rose from 17.26 billion to 37.04 billion during the same period [6][30]. - Operating revenue grew from 19.67 billion in 2022 to 25.25 billion in 2025, but net profit decreased from 2.41 billion to 2.10 billion, indicating pressure on profitability due to competitive pricing [6][24]. - The company's EBITDA showed fluctuations, with a notable decline in 2024, reflecting the impact of market conditions on operational efficiency [6][30]. Market Dynamics - The industrial gas market is experiencing structural changes, with traditional sectors like steel and chemicals facing demand challenges, while emerging industries such as photovoltaics and semiconductors are driving growth in gas demand [11][12]. - Jinhong Gas faces intense competition from international giants who dominate the high-end gas market, holding approximately 65% market share [11][12]. Investment and R&D - The company has been increasing its R&D investment, with a focus on developing high-purity gases and expanding its product portfolio, holding 366 patents as of 2024 [21][23]. - Significant capital expenditures are planned for ongoing projects, with a total planned investment of 33.70 billion, necessitating careful management of funding and expected returns [23][24]. Risk Factors - The company is exposed to risks from fluctuating raw material prices and competitive pricing pressures, which could impact profit margins and overall financial health [11][24]. - The ongoing expansion and investment in new projects may lead to increased debt levels, necessitating close monitoring of liquidity and financial stability [7][29].