Securities abbreviation: * ST Yingfang securities code: 000670 Announcement No.: 2022-016 Yingfang Microelectronics Co., Ltd
Announcement on the revision of the report (Draft) on issuing shares to purchase assets and raising supporting funds and related party transactions
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Infotmic Co.Ltd(000670) (hereinafter referred to as the “company” or “yingfangwei”) disclosed the report on Infotmic Co.Ltd(000670) issuing shares to purchase assets and raising supporting funds and related party transactions (Draft) (hereinafter referred to as the “restructuring report”) on April 27, 2021.
On January 4, 2022, the company received the notice of supplement and correction of administrative license application of CSRC [No. 213605] (hereinafter referred to as the “Notice of supplement and correction”) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”). According to the requirements of the rectification notice, the company and relevant intermediaries have carried out supplementary and updated matters such as extended audit and supplementary evaluation. The company has revised, supplemented and improved the report on Infotmic Co.Ltd(000670) issuing shares to purchase assets and raising supporting funds and related party transactions (Draft) (Revised) (hereinafter referred to as “restructuring report (Revised)”), It was deliberated and adopted at the 23rd Meeting of the 11th board of directors and the 21st Meeting of the 11th board of supervisors.
The main amendments of the restructuring report (Revised Draft) are as follows (unless otherwise specified, the abbreviations or interpretations in this announcement have the same meaning as the words or abbreviations defined in the “interpretation” in the restructuring report (Revised Draft):
Revision of serial number section
1 interpretation 1. The interpretation of audit report, reference review report and reporting period has been updated, and the interpretation of supplementary evaluation base date has been added.
1. Added the description of this supplementary assessment;
2. Updated the decision-making procedures that have been performed in this transaction;
2. Tips on major issues 3. Updated the impact of this transaction on the main financial indicators of the listed company;
4. Updated the commitment on legal compliance of real estate business of listed companies and their directors, supervisors, senior managers, Shunyuan enterprise management and Chen Yanbiao.
1. Updated the balance of Shunyuan enterprise management loans, the purchase proportion of the top five suppliers, the sales proportion of the top three major risk tips, the book value and proportion of accounts receivable, the book value and proportion of inventory, the asset liability ratio of the target company and the assets and liabilities of the listed company after the completion of the transaction
The consolidated profit ratio of listed companies and other risks.
1. Updated the net profit of the target company;
4 section I transaction overview 2. Updated the decision-making procedures performed in this transaction;
3. Added the description of this supplementary assessment;
4. Updated the impact of this transaction on the main financial indicators of listed companies.
Section 2 listed companies 1. Updated the main financial data and financial indicators of listed companies;
Basic information 2. Updated the guarantee litigation of listed companies.
6 section III counterparty 1. The main financial data and financial indicators of the counterparty are updated.
Basic information
1. Updated the main financial data of the subsidiaries of the subject company;
2. Updated the ownership of major assets, major liabilities and restricted assets;
3. Updated the sales revenue of the target company by product type, the sales of 7 the transaction targets of the top five customers, and the procurement of the top five suppliers;
Basic information 4. Updated the overall situation of the personnel of the target company;
5. Updated the overseas sales of the target company and the assets of overseas business entities; 4. Updated the audited main financial data of the subject company in the reporting period;
5. Updated the major litigation and arbitration of the subject company.
8. Subject matter of transaction in Section V 1. This supplementary evaluation is added;
2. The P / E ratio and P / B ratio of the target company’s comparable listed companies in the same industry have been updated.
Section VI issue of shares 1. Increase the situation of debt repayment of investment projects with raised supporting funds;
Situation 2. The main financial data of listed companies before and after this offering have been updated.
1. Updated the net profit attributable to the parent company of the listed company before and after the transaction and the combined capital and earnings per share of the transaction in Section 8 of base 10;
Compliance analysis 2. Updated the situation that the financial reports of Listed Companies in the latest year and the first period were issued with unqualified audit reports by certified public accountants.
1. Updated the financial situation of the listed company before this transaction, and made supplementary analysis and explanation on the relevant situation;
2. Updated the relevant industry data of the industry of the target company;
3. Updated the industry status and core competitiveness analysis of the target company; Section IX management discussion 4. Updated the financial status, profitability and cash flow of the target company, and made supplementary analysis and explanation on the correlation and analysis;
5. Updated the impact of this transaction on the sustainable operation ability and financial security of the listed company;
6. Updated the analysis of the impact of this transaction on the current financial indicators and non-financial indicators such as earnings per share of listed companies.
1. The reasons for the increase of the preparation of the consolidated financial statements and the compliance analysis of the consolidated financial statements;
12 section x financial accounting 2. Updated the information of simulated consolidated financial statements in the reporting period;
Information 2. Add the financial statements of huaxinke in the last two years;
3. Add the financial statements of world style in the last two years;
4. Updated the pro forma financial report of Listed Companies in the latest year.
Section 11 inter bank competition 1. Update the related party transactions of the transaction object in the reporting period.
Disputes and related party transactions
14 section 12 risk factors 1. Updated the balance of Shunyuan enterprise management loans, the purchase proportion of the top five suppliers and the top five suppliers
The proportion of sales of the five major customers, the book value and proportion of accounts receivable, the book value and proportion of inventories, the asset liability ratio of the target company, the asset liability ratio of the listed company after the completion of the transaction, the undistributed profits in the consolidated statements of the listed company and other risk contents.
Section 13 other important items 1. Updated the profit distribution policy and cash dividends of Listed Companies in the last three years. Important matters
It is hereby announced.
Infotmic Co.Ltd(000670)
Board of directors
February 15, 2022
