today,Xiamen Xiangyu(600057.SH) shares rose slightly. As of the close,Xiamen XiangyuIt was reported at 9.28 yuan, an increase of 0.65%, an amplitude of 4.56%, a turnover of 295 million yuan, a turnover rate of 1.51%, and a total market value of 20.019 billion yuan.
last night,Xiamen XiangyuAnnounced the non-public issuance of A shares. The targets of this non-public offering of A shares are China Merchants, Shandong Port and Xiangyu Group. China Merchants, Shandong Port and Xiangyu Group intend to subscribe in full in cash.
The pricing base date of this non-public offering of shares is the resolution of the thirty-sixth meeting of the eighth board of directors of the companyannouncementday. The price of this non-public offering of shares is 80% of the average trading price of the company’s shares in the 20 trading days before the pricing reference date, and is not lower than the average price per share attributable to the owner of the parent company in the company’s audited consolidated statements at the end of the last year as of the pricing reference date. net worth of shares. According to the above pricing principles, the price of the company’s non-public offering of shares this time is 7.03 yuan per share.
May 10, 2022, Company Annual 2021shareholderThe meeting reviewed and approved the “Profit Distribution Plan for 2021”, and decided to take the total share capital registered on the date of equity distribution as the base (excluding the company’srepoThe number of shares in the special account), a cash dividend of 5.1 yuan (tax included) will be distributed to all shareholders for every 10 shares. If the implementation of the 2021 profit distribution plan is completed, the price of this non-public offering of shares will be adjusted to 6.52 yuan per share accordingly.
During the period from the pricing base date to the issuance date, if relevant laws, regulations and regulatory documents or the CSRC’s regulatory review policy on non-public issuance of A shares make policy adjustments on the issuance price, pricing method, etc. Matters related to the public offering shall be implemented in accordance with these requirements.
Regarding the number of issued shares, the formula for calculating the number of shares subscribed by China Merchants and Shandong Port is: number of shares subscribed = RMB 1,000,000,000 ÷ issue price per share, and the formula for calculating the number of shares subscribed by Xiangyu Group is: number of shares subscribed = RMB 150,000 Ten thousand yuan ÷ issue price per share, if there is less than one share in the number of issued shares after calculation, round down to determine the number of issued shares. Based on the issue price of RMB 7.03 per share, the number of shares in the non-public offering is 497,866,286 shares, including 142,247,510 shares to China Merchants, 142,247,510 shares to Shandong Port, and 213,371,266 shares to Xiangyu Group; if the company distributes profits in 2021 After the implementation of the plan, calculated at the adjusted issue price of RMB 6.52 per share, the number of non-publicly issued shares this time is 536,809,815 shares, of which 153,374,233 shares were issued to China Merchants, 153,374,233 shares were issued to Shandong Port, and 230,061,349 shares were issued to Xiangyu Group; For details, please refer to the approval document of the China Securities Regulatory Commission for this issuance. The number of shares in the non-public offering did not exceed 30% of the company’s total share capital before the offering, which was in line with the relevant regulations of the China Securities Regulatory Commission’s “Questions and Answers on Issuance Regulation – Regulatory Requirements for Guiding and Regulating the Financing Behavior of Listed Companies (Revised in 2020)”.
Xiamen Xiangyu’s non-public offering of shares is expected to raise a total of 3.5 billion yuan, including 1,000,000,000 yuan for China Merchants’ subscription, 1,000,000,000 yuan for Shandong Port, and 1,500,000,000 yuan for Xiangyu Group. The total amount of raised funds, after deducting issuance expenses, is intended to be used to replenish working capital and repay debts.
Xiamen Xiangyu pointed out that this non-public offering constitutes a connected transaction. The targets of this non-public offering of shares are China Merchants, Shandong Port and Xiangyu Group. After the completion of this issuance, China Merchants and Shandong Port will become shareholders holding more than 5% of the company’s shares respectively, and will be regarded as the company’s related legal person; Xiangyu Group will be the company’s controlling shareholder and the company’s related legal person.
As of the date of the announcement of the plan, the company’s total share capital was 2,157,215,607 shares. Xiangyu Group is the controlling shareholder of the company; Xiamen State-owned Assets Supervision and Administration Commission is the actual controller of the company.
Calculated based on the issue price of RMB 7.03 per share, the number of shares in this non-public offering is 497,866,286 shares, which does not exceed 30% of the company’s total share capital before the issue. After the completion of this issuance, the company’s total share capital increased to 2,655,081,893 shares, Xiangyu Group was still the controlling shareholder of the company, and Xiamen State-owned Assets Supervision and Administration Commission was still the actual controller of the company.
If the implementation of the company’s 2021 profit distribution plan is completed, the number of shares in this non-public offering will be 536,809,815 shares based on the adjusted issue price of 6.52 yuan per share, which does not exceed 30% of the company’s total share capital before the issue. After the completion of this issuance, the company’s total share capital increased to 2,694,025,422 shares, Xiangyu Group is still the controlling shareholder of the company, and Xiamen State-owned Assets Supervision and Administration Commission is still the actual controller of the company.
In conclusion, this issuance will not result in a change in the company’s control.
The purpose of this non-public issuance of A shares, Xiamen Xiangyu stated that the funds raised in this non-public issuance will be used to supplement working capital and repay debts. After the completion of this non-public offering, the company’s operational capabilities will be enhanced, and after the introduction of strategic investors, it is expected to exert strategic synergies, promote resource integration and technological innovation, further strengthen the company’s comprehensive service capabilities in the bulk commodity supply chain, and comprehensively improve the company’s The long-term growth potential will help the company achieve the long-term goal of “becoming a world-class supply chain service enterprise”.
(Article source: China Economic Net)