Securities code: 600882 securities abbreviation: Shanghai Milkground Food Tech Co.Ltd(600882) Announcement No.: 2022-014 Shanghai Milkground Food Tech Co.Ltd(600882)
Announcement on using some temporarily idle raised funds for cash management, redemption at maturity and continuing cash management
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents. Important note: cash management trustee: Bank Of Communications Co.Ltd(601328) Shanghai Branch (hereinafter referred to as " Bank Of Communications Co.Ltd(601328) ") total cash management this time: 50 million yuan cash management product name: Bank Of Communications Co.Ltd(601328) Yuntong wealth fixed-term structured deposit for 70 days (gold linked bullish) cash management period: 70 days review procedures performed: Shanghai Milkground Food Tech Co.Ltd(600882) (hereinafter referred to as "the company" "Miaokolando") held the 33rd meeting of the 10th board of directors and the 29th meeting of the 10th board of supervisors on August 9, 2021, deliberated and adopted the proposal on using some temporarily idle raised funds for cash management, and the independent directors, the board of supervisors and the recommendation institution of the company respectively expressed their consent on relevant matters, This matter does not need to be submitted to the general meeting of shareholders for deliberation; The company held the fifth meeting of the 11th board of directors and the fifth meeting of the 11th board of supervisors on January 11, 2022, and the first extraordinary general meeting of shareholders in 2022 on January 27, 2022, respectively. The proposal on adjusting the amount and period of cash management using temporarily idle raised funds was deliberated and adopted. The independent directors, the board of supervisors The recommendation institutions have respectively expressed their consent opinions on relevant matters.
1、 Due redemption of cash management this time
On December 28, 2021, Shanghai Zhixiang Food Technology Co., Ltd. (hereinafter referred to as "Shanghai Zhixiang"), a wholly-owned subsidiary of the company, used some idle raised funds to purchase " Bank Of Communications Co.Ltd(601328) Yuntong wealth fixed-term structured deposit for 47 days (gold linked bullish)", with a product term of 47 days, a value date of December 30, 2021 and an amount of 50 million yuan. For details, please refer to the announcement on the progress of using some temporarily idle raised funds for cash management (Announcement No.: 2021-135) disclosed by the company in the online securities times and Securities Daily of Shanghai Stock Exchange on December 30, 2021. The product has expired on February 15, 2022. As of the disclosure date of this announcement, the company has redeemed the principal of 50 million yuan and obtained the income of 199589.04 yuan. The income is in line with the expectation, and all the principal and income have been received.
2、 Continued use of some idle raised funds for cash management this time
(I) purpose of cash management
In order to improve the use efficiency of raised funds and make rational use of some temporarily idle raised funds, the company will increase its income and obtain more returns for the company and its shareholders on the premise of ensuring that it will not affect the normal operation of the company, the construction of investment projects and the use plan of raised funds.
(II) source of funds
With the approval of the reply on approving Shanghai Milkground Food Tech Co.Ltd(600882) non-public shares issued by the China Securities Regulatory Commission (zjxk [2021] No. 1466), the company issued 100976102 A shares to Inner Mongolia Mengniu Dairy (Group) Co., Ltd. at an issue price of 29.71 yuan per share. The total amount of funds raised in this non-public offering is 299999990.42 yuan, after deducting the issuance expenses excluding tax of 18835125.56 yuan, the net amount of funds raised is 2981164864.86 yuan. All the raised funds were received on June 29, 2021 and verified by Lianda Certified Public Accountants (special general partnership). The capital verification report "Lianda Yan Zi [2021] Jing A2003" was issued on July 2, 2021. The raised funds are used for the following projects:
No. project name total project investment amount of raised funds to be used (10000 yuan) (10000 yuan)
1 Shanghai characteristic cheese intelligent production and processing project 125669.93 117000.00
2 Changchun characteristic dairy comprehensive processing base project 126341.53 126000.00
3. Jilin original cheese processing construction project 37835.80 31000.00
4. Supplementary working capital 26000.00 26000.00
Total 315847.26 300000.00
The cash management fund comes from the raised funds temporarily idle from the above non-public offering of shares.
(III) basic information of cash management products
Whether the expected revenue structure of the entrusted amount is party name product name product name (10000 expected annualized revenue amount period revenue security refers to the annualized revenue composition called type yuan) profit rate (%) (10000 (days) type profit exclusion rate (%) Related party transactions
Bank Of Communications Co.Ltd(601328) Yuntong
Transportation structure wealth regular breakeven
Bank structured deposit 70 days 5000 3.20/3.00/1.60/70 floating no 3.20/3.00/1.60 no payment (gold linked to income)
(up)
(IV) the company's internal control over risks related to cash management
The company's cash management choice this time is to have a good reputation, have the ability to ensure capital safety and strong capital operation ability
Products issued by banks with good liquidity, high security and meeting the capital preservation requirements.
Responsible group of Finance Department of the company
Organize the implementation, and will timely analyze and track the basic situation of the product and the entrusted party, such as the evaluation found or judged to be unfavorable
Factors, corresponding preservation measures will be taken in time to control investment risks.
3、 Details of this cash management
(I) main terms of cash management contract
Shanghai Zhixiang purchased Bank Of Communications Co.Ltd(601328) 1 settlement through online independent subscription on February 15, 2022
The main terms of structured deposit products are as follows:
Product name Bank Of Communications Co.Ltd(601328) Yuntong wealth fixed-term structured deposit for 70 days (gold linked bullish)
Product code 2699220865
Product nature breakeven floating income type
The product is linked to the target au99 of Shanghai gold exchange 99 contract closing price
(subject to the data published on the official website of Shanghai Gold Exchange)
Product life: 70 days
2022/04/25
Non Shanghai Gold Exchange au99 99 trading day, postponed to the next Shanghai Gold Exchange au99 99 trading days
Product income = principal × Actual rate of return (annualized) × Actual product life / 365; Accurate to 2 digits after the decimal point, the income calculation method is rounded to the third digit after the decimal point.
1. If the closing price of the linked target on the observation day is higher than the high exercise price, the actual annualized rate of return obtained by the company throughout the duration is high-grade rate of return;
2. If the closing price of the linked target on the observation day is lower than or equal to the high exercise price and higher than or equal to the low exercise price, the actual annualized rate of return obtained by the company during the whole duration is the medium rate of return;
3. If the closing price of the linked target on the observation day is lower than the low exercise price, the actual annualized rate of return obtained by the company throughout the duration is a low-grade rate of return.
The income that the company can obtain shall be subject to Bank Of Communications Co.Ltd(601328) calculated and actually paid according to the product agreement, and such income shall not exceed the income calculated according to the annual rate of return of the product agreed in the product agreement.
High exercise price: 405 yuan / g
Low exercise price: 354 yuan / g
Amount: 50 million yuan
Product value date: February 17, 2022
Product expiration date: April 28, 2022
Performance security none
Payment method: Online self subscription
Termination clause the company shall not terminate the product in advance, Bank Of Communications Co.Ltd(601328) has the right to decide and unilaterally terminate the product in advance.
(II) investment direction of cash management
Bank Of Communications Co.Ltd(601328) the structured deposit funds raised by unified operation shall be managed according to the principle of separating basic deposits from derivative transactions. The raised principal is included in the unified operation and management of Bank Of Communications Co.Ltd(601328) internal funds, and included in the payment scope of deposit reserve and deposit insurance premium. The embedded derivatives of the product are linked to the exchange rate, interest rate, commodity, index and other targets. The linked target of this purchase of products is "closing price of au99.99 contract on Shanghai Gold Exchange".
(III) the cash management product purchased with idle raised funds this time is bank structured deposit, and the income type is principal guaranteed floating income. The product meets the conditions of high safety, good liquidity and meeting the requirements of principal guaranteed. There is no behavior of changing the purpose of raised funds in disguise, affecting the normal progress of investment projects of raised funds and damaging the interests of shareholders.
(IV) risk control analysis
This cash management purchase is a bank guaranteed floating income structured deposit product. During the existence of the product, the company will timely analyze and track the basic situation of the product and the trustee. If adverse factors are found or judged in the evaluation, the company will timely take corresponding preservation measures to control the investment risk.
4、 Situation of cash management trustee
The cash management trustee Bank Of Communications Co.Ltd(601328) is a listed company on the main board of Shanghai Stock Exchange, with the stock code of 601328, and has no relationship with the company and its controlling shareholders.
5、 Impact on the daily operation of the company
(I) main financial indicators of the company in the latest year and period
December 31, 2020
(10000 yuan, audited) (10000 yuan, Unaudited)
Total assets 309217.55 646208.21
Total liabilities 125959.47 139186.77
Net assets attributable to shareholders of listed companies 148556.68 470366.65
Project 2020 January September 2021
Net cash flow from operating activities 26705.34 9668.78
The company does not have the situation of purchasing large financial products while bearing large liabilities
