非公开发行可交换公司债券

Search documents
江苏国泰: 关于非公开发行可交换公司债券的公告
Zheng Quan Zhi Xing· 2025-08-22 16:49
Core Viewpoint - Jiangsu Guotai International Group Co., Ltd. plans to issue non-public exchangeable bonds to enhance long-term development and meet funding needs, with a total issuance amount not exceeding RMB 2.5 billion [1][2][5] Group 1: Issuance Details - The company will issue exchangeable bonds that can be exchanged for shares of Jiangsu Ruitai New Material Co., Ltd. (stock code: SZ301238) [2][3] - The bonds will have a face value of RMB 100 each and a maximum term of 3 years [2][3] - The total amount of the bond issuance will not exceed RMB 2.5 billion, and the funds will primarily be used to repay bank loans [5] Group 2: Conditions and Guarantees - The company has confirmed its eligibility for the issuance based on its sound organizational structure, sustainable profitability, and compliance with relevant laws and regulations [2][4] - The bonds will be secured by a pledge of shares in Jiangsu Ruitai New Material, with the company required to maintain a certain collateral ratio throughout the bond's duration [3][4] Group 3: Share Exchange Terms - The initial exchange price for the bonds will be determined based on the highest average price of Jiangsu Ruitai's shares over specified trading days prior to the announcement [4][5] - The exchange period will start six months after the issuance and last until the bond's maturity [4][5] Group 4: Authorization and Governance - The board of directors will seek authorization from the shareholders' meeting to manage all matters related to the bond issuance, including adjustments to the issuance terms based on market conditions [5][6] - The authorization will be valid for 12 months from the date of approval by the shareholders' meeting [6][7]
奥瑞金科技股份有限公司关于第五届董事会2025年第三次会议决议的公告
Shang Hai Zheng Quan Bao· 2025-08-08 18:41
Group 1 - The core point of the announcement is that Aorijun Technology Co., Ltd. held its third meeting of the fifth board of directors in 2025, where several important resolutions were passed, including changes to the registered address and amendments to the company's articles of association [1][3][91]. - The board meeting was held on August 8, 2025, with all nine directors present, and the meeting complied with relevant laws and regulations [2][3]. - The board approved the proposal to change the registered address from "Beijing Huairou District Yanqi Industrial Development Zone" to "Beijing Huairou District Yanqi Economic Development Zone, Yanqi Street No. 11" [3][4]. Group 2 - The board also approved the proposal to abolish the supervisory board, transferring its powers to the audit committee of the board, and to amend the articles of association accordingly [3][4]. - The resolutions regarding the amendments to various governance documents, including the rules for shareholder meetings and board meetings, were also passed unanimously [5][8][10]. - The board proposed to hold a second extraordinary general meeting in 2025 to seek shareholder approval for these resolutions, requiring a two-thirds majority vote [4][6][90]. Group 3 - Aorijun plans to issue non-public exchangeable corporate bonds, with a total issuance scale not exceeding RMB 1.25 billion, to professional investors [50][60][91]. - The bonds will have a face value of RMB 100 each and will be issued at par, with a maturity of up to three years [56][96]. - The funds raised will be used for repaying interest-bearing debts and supplementing working capital, with a dedicated account established for the bond proceeds [101][102]. Group 4 - The company will provide a detailed plan for the bond issuance, including the specific terms and conditions, which will be subject to approval at the upcoming shareholder meeting [83][84]. - The bonds will be secured by a pledge of shares in Huangshan Yongxin Co., Ltd., ensuring the interests of bondholders are protected [69][99]. - The company will seek authorization from the shareholders to handle all matters related to the bond issuance, including adjustments to the issuance terms as necessary [83][84].
奥瑞金: 关于非公开发行可交换公司债券的公告
Zheng Quan Zhi Xing· 2025-08-08 10:19
Core Viewpoint - The company, Aorijin Technology Co., Ltd., plans to issue non-public exchangeable bonds to professional institutional investors, with a total issuance scale not exceeding RMB 1.25 billion, to support its development strategy and improve liquidity [1][2]. Group 1: Issuance Details - The bonds will be exchangeable for A-shares of Huangshan Yongxin Co., Ltd. (stock code: 002014.SZ) and will be issued at a face value of RMB 100 each [2]. - The issuance will be conducted non-publicly, with a maximum term of 3 years and a fixed interest rate to be determined based on market conditions [2][4]. - The bonds will be secured by a pledge of A-shares of Yongxin, ensuring the timely payment of principal and interest to bondholders [3]. Group 2: Fund Utilization - The funds raised will be used for repaying interest-bearing debts and supplementing working capital, with specific uses to be determined by the board of directors [4]. - A dedicated account will be established for the management of the raised funds, ensuring they are not misused [4]. Group 3: Governance and Authorization - The board of directors will seek authorization from the shareholders' meeting to manage all aspects of the bond issuance, including terms, scale, and other related matters [5][6]. - The decision-making process will include provisions for debt repayment guarantees and the establishment of a special working group to protect bondholders' interests [5].