688229: reply to the second round of examination and inquiry letter on Bonree Data Technology Co.Ltd(688229) application documents for issuing convertible bonds to unspecified objects

About Bonree Data Technology Co.Ltd(688229)

Application documents for issuing convertible bonds to unspecified objects

Reply to the inquiry letter of the second round of audit

Sponsor (lead underwriter)

(No. 268, Hudong Road, Fuzhou, Fujian)

Shanghai Stock Exchange:

We have received the inquiry letter on the second round of examination of Bonree Data Technology Co.Ltd(688229) application documents for issuing convertible corporate bonds to unspecified objects (szkss (refinancing) [2022] No. 15) (hereinafter referred to as the “inquiry letter”) issued by your exchange on January 21, 2022. Bonree Data Technology Co.Ltd(688229) (hereinafter referred to as ” Bonree Data Technology Co.Ltd(688229) “, “issuer”, “company”) and China Industrial Securities Co.Ltd(601377) (hereinafter referred to as “sponsor”), Beijing Kangda law firm (hereinafter referred to as “issuer’s lawyer”), Lixin Certified Public Accountants (special general partnership) (hereinafter referred to as “reporting accountant”) and other relevant parties have checked the issues listed in the inquiry letter item by item, The reply is as follows, please review.

Unless otherwise specified, the abbreviation used in this reply has the same meaning as that in the prospectus for the issuance of convertible corporate bonds to unspecified objects. If the total value is inconsistent with the mantissa of the sum of the itemized values, it is caused by rounding.

Questions listed in the inquiry letter in bold (BOLD) reply to questions listed in the inquiry letter in Song typeface (not bold) the revised contents of the prospectus involved in the reply and update of the inquiry letter in regular script (BOLD)

catalogue

1. About NPM product R & D, upgrading and industrialization projects 42. About the construction of R & D Center 133. Financing scale 214. Others 321. Research, development, upgrading and industrialization of NPM products

According to the application materials and the first round of replies: (1) NPM products are a key link in the whole process of connecting front-end DEM products and back-end ADTD products, getting through the code and user access, and will provide customers with a monitoring perspective from the user’s front-end to the background; (2) The main cost of NPM products includes labor cost, software cost and hardware cost. Among them, the software cost is mainly the outsourced data acquisition function module. During the project construction period, the company plans to gradually improve the technical capabilities such as product data acquisition and gradually reduce the cost of purchased software; Before and after excluding the software cost, the gross profit margin of NPM products is between 30% and 40% and 70% to 75% respectively. (3) From January to September 2021, NPM products have received 14 customers and formed 11 customers with orders in hand or intended orders. The company predicts that the number of customers of the project will maintain a high growth rate during the construction period, return to a reasonable level during the operation period, and the number of customers is expected to reach 177 in the last year of the operation period.

Please explain to the issuer: (1) after the upgrading of the company’s NPM products, whether the business model is a separate service charge or a service charge combined with DEM / ADTD products; If the service charge is matched, how to distinguish the income of each product; (2) Reduce the specific impact of outsourcing software cost during the project construction period; (3) Whether the impact of the failure of self-study of the simulation calculation software module on the income calculation of the issuer’s raised investment project will lead to the loss of the project, and supplement the risk prompt according to the situation; (4) During the construction period and operation period of the project, NPM product customers, performance prediction data and basis, and whether the above prediction is cautious and reasonable.

Please report to the accountant for verification (2) (3) (4) and express clear opinions.

reply:

1、 Issuer description

(I) after upgrading the NPM products of the company, whether the business model is separate service charge or service charge combined with DEM / ADTD products; If the service charge is matched, how to distinguish the income of each product

The company’s NPM products can be sold alone or combined with other products. The business model of the products mainly depends on the actual needs of customers.

Under the business model of multiple product portfolio sales, the company will first list each product and its individual selling price in the contract, and agree with the customer on the total transaction price of all products in the contract. If the total transaction price is equal to the sum of the individual selling prices of each product, when each product meets the revenue recognition conditions agreed in the contract, The company recognizes the revenue according to the separate selling price of each product; If there is a discount in the total transaction price and the price after discount of each product is not listed, the company will apportion the total transaction price according to the relative proportion of the original separate selling price of each product, and recognize the revenue respectively after meeting the revenue recognition conditions. Therefore, whether it is sold separately or in combination, the revenue of each product of the company can be clearly distinguished.

The refinancing raised investment project continues to optimize and upgrade based on the existing NPM products. After the construction of the raised investment project, the business model of NPM products is expected to be consistent with the existing NPM products.

(II) reduce the specific impact of outsourcing software cost during the project construction period

At present, the cost of purchased software is not perfect, and the main function of purchased software is NPM. One of the main R & D objectives of the project is to optimize and improve the data acquisition capability of the product.

If the project is successfully developed, the company can use the self-developed NPM data acquisition module to replace the purchased function module, so as to reduce the cost of purchased software and improve the gross profit margin of the project. According to the calculation, if the company succeeds in R & D during the construction period of the project, the cost of purchased software will be reduced year by year, and finally 0. The gross profit margin of the project will increase year by year, which are 35.44%, 50.29% and 65.13% respectively. In addition, by using the self-developed data acquisition module successfully developed by the company and reducing or even no longer outsourcing software, the company can make the overall delivery cycle of its own NPM products more controllable, and the data uniformity of the integrated IT operation and maintenance solution is higher. If customers have customization needs, the flexibility of self-developed products is also higher.

During the construction period of the project, the premise of reducing the cost of purchased software is the success of R & D. if the R & D fails, resulting in the failure to reduce the cost of purchased software, it will have an impact on the expected income of the raised investment project. The difference between the expected income of the raised investment project and the expected income when the R & D failure fails to reduce the cost of purchased software is the impact of reducing the cost of purchased software. For the specific analysis of reducing the cost of purchased software, see “(III) the impact of the failure of self-study of simulation calculation software module on the income calculation of the issuer’s raised investment project, whether it leads to project losses, and supplement risk tips as appropriate”.

(III) whether the impact of the failure of self-study of the simulation calculation software module on the income calculation of the issuer’s raised investment project will lead to the loss of the project, and supplement the risk prompt according to the situation

1. Details of purchased software of the project

The R & D goal of this raised investment project is to comprehensively improve the data acquisition ability, it environment adaptability and functional comprehensiveness of NPM products on the basis of existing NPM products.

Among the above three technical indicators, the data acquisition capability and the adaptability of the data acquisition software module in various IT system environments are mainly related to the purchased software.

The main function of NPM products is to collect a series of data in network traffic, standardize it, and further analyze it, so as to help diagnose and locate complex faults of network performance. NPM product operation includes three core links: data acquisition, data processing and data analysis.

Bonree reesii, a self-developed NPM product launched by the company in 2019, has technical capabilities in the above three core links and strong technical advantages in data processing and analysis. However, due to the short time the company has been involved in the NPM field, the NPM data acquisition capability needs to be improved. However, due to the differences in customer IT system environment and business scale, the demand for NPM product data collection capability is also different. Therefore, even if the data acquisition capacity of the company’s self-developed NPM products is limited, it can meet the needs of some customers.

Since the company first launched NPM products, the market has responded well. In order to meet the needs of NPM monitoring with more complex IT system environment and larger data scale, and expand the scale of customers, the company has purchased NPM data acquisition modules since 2020. In 2020 and January September 2021, the company’s NPM product revenue increased by 36.46% and 38.14% respectively compared with the same period of the previous year. Considering the high collaborative value between NPM products and its core APM products, the large market space of NPM and the increasingly strong demand for integrated IT operation and maintenance in the market, the company decides to invest in the construction of this project. By optimizing and improving the data acquisition technology and other functions of self-developed products, it can cover more types of customer needs and increase the income scale of NPM products, At the same time, strengthen the ability of integrated IT operation and maintenance solutions.

2. R & D objectives during the construction period of the project

NPM technical indicators include three dimensions: collection ability, adaptability and product function. Based on the existing technology, the company has clearly planned the R & D objectives of each year during the project construction period, and selected representative indicators to disclose as follows:

Self developed product technology R & D objectives of this raised investment project

Project situation

First year of construction period second year of construction period third year of construction period

Capture performance 4gbps 10Gbps 20gbps 40Gbps

The technology can realize L2-L4, L2-L4 network, L2-L4 network, L2-L4 index, protocol analysis, network index acquisition, network index acquisition, network index acquisition and statistics; HTTP and statistics; HTTP and data access and statistics; More than 50

Self developed product technology R & D objectives of this raised investment project

Project situation

First year of construction period second year of construction period third year of construction period

L7 real-time analysis and real-time analysis of two kinds of protocols; Analyze when the business is negative; Real time analysis of service load layer

Traditional IDC physical ring adaptation environment traditional IDC physical traditional IDC physical ring traditional IDC physical environment, cloud native environment, cloud native environment, cloud native environment, virtualization environment, etc

IDC environment, IDC environment, cloud IDC environment and mixed it environment of cloud industry are self-developed products, mainly network data traffic business, network service, network data master Network data flow is applicable to the demand of customers for small-scale basic data flow, large-scale flow, large-scale high-level NPM monitoring, basic NPM monitoring, medium NPM monitoring, and end-to-end NPM monitoring

According to the above R & D objectives, during the construction period, the company can improve the data acquisition capacity of self-developed NPM products to a higher level every year. Self-developed products can gradually cover the needs of customers with more complex IT environment and larger network data flow scale. The needs of customers who need to be met by outsourcing data acquisition software are reduced year by year, so the cost of outsourcing software is reduced year by year, Finally, after the successful completion of research and development of the project, it will be reduced to 0.

3. Quantitative impact of self-study failure in each stage

As mentioned above, there are specific R & D objectives every year during the construction period of the project, and the realization of R & D objectives in the second year is based on the success of R & D in the first year. Therefore, if the project R & D fails in the first year, the company will not carry out subsequent large-scale construction investment for the overall economic benefit. In this case, the quantitative impact of self-study failure in each stage during the project calculation period is shown in the following table:

Unit: 10000 yuan

Project internal rate of return (IRR) average annual net profit

R & D failure in the first year -7.83% – 386.87%

Success in the first year and failure in the second year – 1.84%

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