ZTE: Non-public Issuance of A Shares Raised 11.5 Billion
On January 16, ZTE issued a morning announcement saying that the company signed a subscription agreement with the subscribers of the non-public offering of A shares on January 15 and the total number of shares issued was 381 million, and the issue price was 30.21 RMB / share, with a total raised capital of 11.513 billion yuan. The net proceeds raised after deducting the issuance costs were 11.459 billion yuan, which will be used for technology research and product development projects for 5G network evolution; and to supplement working capital.
The following is the full text of the announcement:
Announcement of ZTE Corporation on Determining the Issuing Price of Non-public Issuance of A Shares and Signing a Subscription Agreement
ZTE Corporation (hereinafter referred to as the “Company” or “Company”) on the non-public issuance of A shares on January 31, 2018, February 1, 2018, March 28, 2018, and 2018 April 10, October 29, 2018, November 19, 2018, January 17, 2019, January 23, 2019, February 25, 2019, March 20, 2019, August 8, 2019 Announcements were made on May 5, August 7, 2019, August 22, 2019 and October 21, 2019. Unless otherwise stated, the terms used in this announcement have the same meanings as those defined in the announcement.
I. Subscription related information
On January 15, 2020, the Company signed a subscription agreement with the subscribers of the non-public issuance of A shares (hereinafter referred to as “the offering”). The subscription situation is as follows:
1. Date of agreement signing: January 15, 2020
2. The signatories of the agreement: (i) the company (as the issuer); and (ii) 10 subscription targets.
The subscription target of this issue does not include the company’s controlling shareholders, directors, supervisors, senior management personnel, lead underwriters, and related parties that have an associated relationship with the aforementioned institutions and personnel, and there is no direct or indirect participation of the aforementioned institutions and personnel. Situation of this subscription. After the completion of the offering, the controlling shareholder of the company has not changed.
3. The total number of shares issued by A shares: 381,098,968 A shares The number of shares issued this time accounts for approximately 9.01% of the total share capital of the Company at the date of this announcement and the company’s A shares of 10.97% at the date of this announcement; After the completion of the company’s total share capital of 8.27% and the completion of the issuance of the company’s A share capital of 9.89%.
4. Issuance price: RMB 30.21 yuan / A share (determine the subscription object and place it in accordance with the principles of price priority, amount priority and time priority, based on the quotations of all validly purchased investors, determined on January 7, 2020 The current price).
The benchmark date for this issue is the first day of the issue period, which is January 3, 2020. According to the “Implementation Rules for the Non-public Issuance of Stocks by Listed Companies”, the issue price of this offering is not lower than the average price of the Japanese company’s A-share stock trading of RMB 33.56 per A share for the first 20 transactions of the pricing base date (January 3, 2020) 90% (the average price of Japanese company A shares trading 20 transactions before the pricing reference date = the total value of Japanese company A shares trading 20 transactions before the pricing reference date / total trading of Japanese company A shares 20 transactions before the pricing reference date, according to ” “Fast one method” keeps two decimal places), which is RMB 30.21 per A share.
5. Total funds raised: RMB 11,512,999,823.28
6. Net proceeds raised: RMB 11,459,418,724.31
7. Restriction period: A shares subscribed through this issuance shall not be transferred within 12 months from the date on which the newly added shares are listed. After the sale restriction period ends, if you want to transfer the A shares subscribed through this issue, you should follow the relevant regulations of the China Securities Regulatory Commission and the Shenzhen Stock Exchange.
Uses and impact of raised funds
The total amount of funds raised in this offering is RMB 11,512,999,823.28, and the net amount of funds raised after deducting the issuance costs is RMB 11,459,418,724.31, which will be used for (i) technology research and product development projects for 5G network evolution; and (ii) supplementary liquidity . The portion of the net proceeds raised after deducting the issuance expenses from the issuance that is lower than the total amount of proceeds to be invested in the above-mentioned projects will be resolved by the company’s self-raised funds. Before the funds raised in this issuance are in place, the company will invest in its own funds first according to the actual progress of the project, and replace them after the funds raised are in place.
This issuance will help the company to continue to maintain high-intensity R & D investment, adhere to technological leadership, create core products and businesses with core competitiveness, increase the market share of mainstream markets and mainstream products, and continuously improve customer satisfaction. Improve the profitability of the company.
In addition, the offering can supplement the liquidity requirements of the company’s business development, and the company’s capital structure will be further optimized, which will help strengthen the company’s ability to resist risks.
The shares to be issued this time are still subject to registration and listing with China Registration and Clearing Corporation Limited Shenzhen Branch and Shenzhen Stock Exchange. The company will disclose further details about the offering in due course. Investors are invited to pay attention to investment risks.
Board of Directors of ZTE Corporation
January 16, 2020
Edit Liu Xiaoyang