Jiangsu Gian Technology Co.Ltd(300709)
Special report on the use of previously raised funds
The company and its directors, supervisors and senior managers guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement. 1、 The raising of the funds raised in the previous time (I) the amount of the funds raised in the previous time and the arrival time of the funds
The company issued 5.7 million A-share convertible corporate bonds (hereinafter referred to as “convertible bonds”) to unspecified objects on December 3, 2020 upon the approval of the reply of China Securities Regulatory Commission on Approving the registration of Jiangsu Gian Technology Co.Ltd(300709) issuing convertible corporate bonds to unspecified objects (zjxk [2020] No. 2745) and the consent of Shenzhen Stock Exchange, Each has a face value of 100 yuan and a total issuance amount of 570 million yuan. On December 9, 2020, the lead underwriter Zhongtai Securities Co.Ltd(600918) remitted RMB 564556603.77 into the special account for convertible bond raised funds established by the company in Bank Of Nanjing Co.Ltd(601009) Changzhou Branch (Account No.: 1001290000001761) after deducting the underwriting and recommendation expenses (excluding value-added tax) of RMB 5443396.23. After deducting the issuance fee of 5443396.23 yuan from the total amount of raised funds, the actual amount of raised funds received is 564556603.77 yuan, of which the net amount of raised funds is 562366385.78 yuan and the unpaid issuance fee is 2190217.99 yuan.
As of December 9, 2020, all the funds raised by the above issuance of the company have been in place, which has been verified and confirmed by zhongxinghua Certified Public Accountants (special general partnership) with the verification report of “Zhongxing Huayan Zi (2020) No. 02020”. (II) deposit of the previously raised funds in the special account
In order to regulate the management and use of the raised funds and protect the rights and interests of investors, the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange on the gem, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem and other laws and regulations, In combination with the actual situation of the company, the management system of Jiangsu Gian Technology Co.Ltd(300709) raised funds (hereinafter referred to as the “management system”) was formulated. The management system was deliberated and adopted by the resolution of the sixth meeting of the first board of directors on March 6, 2016 and voted at the third extraordinary general meeting of shareholders on March 21, 2016. The revised management system was deliberated and adopted at the 23rd Meeting of the second board of directors on September 7, 2020 and the fifth extraordinary general meeting of shareholders on September 23, 2020.
In accordance with the requirements of the company’s special fund-raising management agreement signed by the Bank of Changzhou on December 9, 2020, the company opened a special fund-raising account with the Bank of Changzhou in accordance with the requirements of the company’s special fund-raising management agreement on December 9, 2020.
According to the recommendation agreement signed between the company and Zhongtai Securities Co.Ltd(600918) , the recommendation institution shall conduct on-site inspection on the company regularly or irregularly (regular on-site inspection shall be conducted at least once a year, and special investigation can be conducted if necessary).
As of December 31, 2021, the storage of raised funds is listed as follows:
Monetary unit: RMB
Bank name account number initial deposit amount deadline balance storage method Bank Of Nanjing Co.Ltd(601009) Changzhou Branch 1001290000001761 564556603.77 13572232.27 total demand deposit 564556603.77 13572232.27
2、 Actual use of previously raised funds (I) table of use of previously raised funds
See Annex 1 of this report for the comparison table of the use of the previously raised funds.
(II) changes in the actual investment projects of the previously raised funds
There is no change in the actual investment project in the previous fund-raising of the company. (III) early investment and replacement of investment projects invested by the previously raised funds
In order to seize the market opportunity and ensure the normal implementation of the raised investment project, before the raised funds are in place, the company will raise funds to pay the relevant investment funds through bank loans and self owned funds according to the actual progress of the project. As of December 9, 2020, the company has invested 204695355.91 yuan in advance with self raised funds. On December 28, 2020, the 28th meeting of the second board of directors and the 25th meeting of the second board of supervisors deliberated and adopted the proposal on using raised funds to replace self raised funds for pre invested projects and paid issuance expenses, It is agreed to use the raised funds of 204695355.91 yuan to replace the self raised funds invested in the raised investment projects in advance and the paid issuance expenses. During the reporting period, the company completed the replacement of raised funds. Among them, 203457968.10 yuan has been invested in the raised investment project in advance, and 1237387.81 yuan has been paid for the issuance cost. Zhongxinghua Certified Public Accountants (special general partnership) verified the advance investment of the above-mentioned raised investment projects and issued the special audit report on the replacement of raised funds (zhongxinghua He Zi (2020) No. 020036). (IV) cash management using the previously idle raised funds
At the 28th meeting of the second board of directors held on December 28, 2020, the company deliberated and approved the proposal on cash management using some idle raised funds, and the proposal was deliberated and approved at the first extraordinary general meeting of shareholders in 2021 held on January 13, 2021. It is agreed that the company will use the idle raised funds of no more than 300 million yuan (inclusive) for cash management. The amount can be recycled and rolled within two years from the date of deliberation and approval by the general meeting of shareholders. The investment products include but are not limited to the short-term principal guaranteed financial products with high security, good liquidity, principal guaranteed agreement and less than one year issued by commercial banks and other financial institutions, The investment period of a single financial product shall not exceed 12 months (inclusive), and the relevant resolutions shall be valid within 24 months from the date of deliberation and adoption by the general meeting of shareholders.
In response to the above matters, the company’s independent directors and the sponsor have expressed their explicit consent. (V) purpose and destination of the previously raised funds that have not been used
The net amount of the company’s previous raised funds was 562366385.78 yuan. As of December 31, 2021, the company has invested 482898769.01 yuan in the investment projects of raised funds, including 203457968.10 yuan invested in the investment projects of raised funds with its own funds in advance before the replacement of the raised funds After the raised funds are in place, 279440800.91 yuan will be directly invested in the investment project of the raised funds. As of December 31, 2021, the accumulated bank deposit interest income and financial management income in the special account for raised funds, net of handling charges, is RMB 4104615.50, the purchase of Principal Guaranteed bank financial products with idle raised funds is RMB 70000000.00, and the balance of raised funds account is RMB 13572232.27, Of which, the balance of Bank Of Nanjing Co.Ltd(601009) Changzhou Branch 1001290000001761 account as of December 31, 2021 is
13572232.27 yuan. 3、 Economic benefits generated by the investment projects with the previously raised funds (I) comparison table of benefits realized by the investment projects with the previously raised funds
See Annex 2 of this report for the comparison table of the benefits achieved by the investment projects with the previously raised funds. (II) reasons and conditions for the inability to separately calculate the benefits of the investment projects with the previously raised funds
During the implementation of the “new automatic production project of consumer electronics precision parts”, in order to facilitate operation and management, improve production efficiency and maximize revenue, the company uses the original production equipment together with the new equipment in the plant where the project is located, makes overall arrangements for production, and the products are basically the same. Therefore, the company has unified the management system of procurement and sales to jointly calculate the income, cost and expense, so the benefits of the project cannot be calculated separately. In order to fully disclose the information of the raised investment project to investors, the company takes the proportion of the net assets of the production core equipment sintering furnace purchased with the raised funds in the net assets of all sintering furnaces as the weight, and calculates the benefits of the raised investment project in combination with the net profits realized in the current period. (III) description of the operation of the assets used to subscribe for shares in the previously raised funds
There is no operation of assets used to subscribe for shares in the previous raised funds of the company. 4、 Comparison of information disclosure on the actual use of the previously raised funds
There is no significant difference between the actual use of the company’s previously raised funds and the contents disclosed in the company’s annual periodic reports and other information disclosure documents.
5、 Approval and issuance of report
This report was approved by the board of directors of the company on February 16, 2022.
Attachment: 1 Comparison table of the use of the previously raised funds
2. Comparison table of realized benefits of investment projects invested with previously raised funds
Jiangsu Gian Technology Co.Ltd(300709) (official seal)
February 16, 2002
Annex 1 comparison table of the use of the previously raised funds
Monetary unit: RMB
Total raised funds: total accumulated used raised funds: 482898769.01 562366385.78
Total amount of raised funds with changed purposes: total amount of raised funds used in each year:
zero
2020: 20949558.89 proportion of total raised funds with changed purposes: 0.00 2021:
273,459,210.12
Total investment amount of raised funds of investment projects accumulated investment amount of raised funds on the closing date
Actual investment amount deadline project completion sequence commitment investment before and after raising commitment investment before and after raising commitment investment after raising commitment investment and commitment degree after raising (%) No. commitment investment project actual investment project capital amount actual investment amount capital amount
