2008-06-18 Baosteel Co., Ltd.: The subscription date for the issuance of separately traded convertible bonds is June 20 (1) (

Company announcement)

Baosteel Co., Ltd. (600019) disclosed the issuance of convertible corporate bonds with separate transactions of stock options and bonds

Announcement:

1. Basic situation of the issuance

1. Type of issuance: separately traded convertible bonds.

2. Total issuance amount: no more than 1,000,000 yuan.

3. Face value: 100 yuan/ticket.

4. Issuance quantity: no more than 10 million lots (100 million pieces).

5. Issuance price: Issued at par with par value, and the warrants attached to the bonds will be distributed to bond subscribers

in proportion.

6. Bond term: 6 years, from June 20, 2008 to June 20, 2014.

7. Coupon interest rate:

The inquiry range of coupon rate is 0.80%-1.50%. The final coupon rate will be determined by negotiation between the issuer and the sponsor (lead

underwriter) within the above inquiry range based on the book-building results and online and offline subscription conditions.

8. Principal and interest payment method:

The separated transaction convertible bonds issued this time will accrue interest based on the par amount, and the interest accrual starting date is the separated transaction

The issuance date of the convertible bonds (i.e. June 20, 2008, T day). Interest is paid once a year, and the principal is repaid once upon maturity.

The last interest period is paid together with the repayment of the principal. The first interest payment date of the bond is the day following the issuance date (i.e.

June 20, 2009), and that day (i.e. June 20) every subsequent year will be the interest payment date of that year. The registration date of interest-paying claims is the day of each full year from the issuance date within the duration of the bond, if the registration date of interest-paying claims determined accordingly is a non-trading day. , then the trading day before that day is the final registration date for interest payment claims. The issuer will complete the interest payment within 5 trading days after the annual interest payment debt registration date. After the stock exchange closes on the registration date for interest payment claims, holders of registered Baosteel Shares Separate Transaction Convertible Bonds are entitled to obtain Baosteel Shares Separate Transaction Convertible Bonds for that year

Interest on convertible bonds.

9. Maturity date and redemption date:

The maturity date of the separately traded convertible bonds issued this time is June 20, 2014, and the redemption date is the maturity date.

Five trading days after June 20, 2014.

10. Warrant situation

(1) Number of warrants issued: The final subscriber of each lot of Baosteel Shares Separate Trading Convertible Bonds can obtain it at the same time

160 warrants issued by the issuer.

(2) Warrant duration: 24 months from the date of listing of the warrant.

(3) Exercise period: Warrant holders have the right to exercise their options within the five trading days

before the date on which the warrants are listed for 24 months.

(4) Exercise ratio: The initial exercise ratio of the warrants attached to this issuance is 2:1, that is, every 2

warrants represent the issuance of 1 share The right to subscribe for company shares issued by a person.

(5) Exercise price: The initial exercise price of the warrants attached to this issuance is RMB 12.50 per share, which shall not be lower than the prospectus of this issuance. The average trading price of the company's stock in the 20 trading days before the announcement day and the average price of the company's stock in the previous 1 trading day.

(6) During the duration of the warrant, if the company's stock goes ex-rights or ex-dividend, the exercise price and exercise ratio of the warrant will be adjusted accordingly.

When the company's stock is ex-rights, the exercise price and exercise ratio of the warrants will be adjusted according to the following formulas

:

New exercise price = Original exercise price × (reference price of the company's stock on the ex-rights day / closing price of the company's stock on the trading day before the ex-rights);

New exercise ratio = original exercise ratio × ( The closing price of the company's stock on the trading day before ex-rights/the reference price of the company's stock on the ex-rights day).

When the company's stock goes ex-dividend, the exercise ratio of the warrants remains unchanged, and the exercise price is adjusted according to the following formula:

New exercise price = original exercise price × (company stock Reference price on ex-dividend day/closing price of the company's stock on the trading day before ex-dividend).

11. Bond putback terms:

If the use of funds raised in this issuance is materially different from the company’s commitments in the prospectus

Changes, according to the relevant provisions of the China Securities Regulatory Commission, can be regarded as a change in the use of raised funds or are determined by the China Securities Regulatory Commission as

If a change in the use of raised funds is made, the bondholder will have a one-time bond based on the face value plus the current accrued interest. The right to sell back the bonds to

the company at a price.

12. Credit rating:

According to the evaluation results of China Chengxin Securities Rating Co., Ltd., the credit rating of the separately traded convertible bonds issued this time is

for AAA.

13. Guarantee situation:

Baosteel Group Co., Ltd. has provided an irrevocable joint liability guarantee for the repayment of principal and interest of the convertible bonds in this separation transaction

guarantee. The scope of the guarantee is the principal and interest of the bonds issued this time, liquidated damages,

damages and the cost of realizing the creditor's rights. The guarantee period is the duration of the bond and six months from the maturity date of the bond.

14. Issuance targets:

(1) Priority allotment to shareholders of original non-restricted tradable shares: after the market closes on the equity registration date announced in this issuance announcement

The registered shareholders of the issuer's original tradable shares without selling restrictions.

(2) Offline issuance: institutional investors that comply with laws and regulations (except those prohibited from purchasing by laws and regulations)

.

(3) Online issuance: natural persons, legal persons, securities investment funds who open securities accounts on the Shanghai Stock Exchange, and other investors who comply with laws and regulations (purchasers prohibited by laws and regulations) except).

15. Issuance time:

The priority allotment, online and offline subscription date is June 20, 2008 (T-day). If major emergencies

affect this issuance, it will be postponed to the next trading day.

16. Issuance method:

This issuance will be allotted preferentially to shareholders of the issuer’s original tradable shares without selling restrictions (the issuer’s controlling shareholder “

Baosteel Group Co., Ltd. The company "gives up the preferential allotment right of 1,052,600,000 shares of the original unrestricted tradable shares), and the balance of the separately traded convertible bonds after the preferential allotment shall be inquired offline from institutional investors< /p>

It is carried out by combining price allotment and online fund subscription.

Preferential allotment: The upper limit of the number of shares that can be preemptively subscribed by shareholders of original unrestricted shares is multiplied by the number of shares of "Baosteel Co., Ltd." registered after the market close on the equity registration day

1.78 yuan, then press 1,000 yuan per lot to convert to

lot size. As of the registration date for the preferential allotment of this bond, the issuer has 5,611,082,559 shares of the issuer's original tradable shares without any selling restrictions. Calculated based on the preferential allotment ratio of this issuance, shareholders of the original tradable shares without any selling restrictions can preferentially subscribe< /p>

The upper limit of purchases is approximately 9.987727 million yuan (9,987,727 lots), accounting for approximately 99.88% of the scale of this issuance; There are 1,052,60

0,000 shares of non-restricted tradable shares for this preferential allotment.

The issuer’s original pre-emptive subscription for shareholders of unrestricted tradable shares is conducted through the Shanghai Stock Exchange trading system

The portion less than 1 lot is rounded according to the precise algorithm, and the subscription code is “704019”. The subscription name is "Baosteel Distribution Bonds". In addition to participating in the preferential allotment, shareholders of the original non-restricted tradable shares can also participate in the subscription of the remaining part of the separately traded convertible bonds after the preferential allotment.

Online and offline issuance: The proportion of the preset issuance quantity of online and offline parts to the total issuance is

50%:50%. The issuer and the sponsor (lead underwriter) will determine the final price based on the balance after the priority subscription and the actual online and offline subscriptions, and in accordance with the principle that the online winning rate and the offline allotment ratio tend to be consistent.

Online and offline distribution quantity.

17. Underwriting method: underwriting by the balance of the underwriting syndicate.

●2008-06-18 Baosteel Co., Ltd.: The subscription date for the issuance of separately traded convertible bonds is June 20 (2) (

Company announcement)

Date Issuance Arrangements Suspension Arrangements

T-2 Publish the prospectus and summary of the prospectus 9:30-10 am :30 stop

(June 18) Issuance announcement and online roadshow bulletin board, normal trading thereafter

T-1 online roadshow; original circulation without sales restrictions and normal trading

p>

(June 19) Priority allotment equity registration date for shareholders

T (June 20) Online and offline subscription date suspension

T+1 Network Normal transaction of subscription deposit payment

(June 23)

T+2 Online subscription capital verification; determination of coupon rate; determination of online and offline issuance quantity

, Calculate the allotment ratio and winning rate

T+3 Publish pricing, offline issuance results and online winning rate announcement; offline applications that have not received allotment

Purchase deposit Or investors who subscribe offline can pay the balance according to the allotment results (the deadline for deposit is 17:00

:00 pm on the same day); online subscription lottery will be published on T+4 online Announcement of lottery results for subscription; funds for online subscription are unfrozen

The above date is the trading day. In the event of major emergencies affecting the issuance, the sponsor (lead underwriter) will

make a timely announcement and modify the issuance schedule.

19. There is no holding period for the Baosteel Co., Ltd. separately traded convertible bonds (including bonds and warrants) issued this time.

20. Place of proposed listing: Shanghai Stock Exchange.

21. Listing time: The issuer will apply to the Stock Exchange for listing (including bonds

bonds and warrants) as soon as possible after the completion of this issuance. The specific listing time will be announced separately.

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