Chinalin Securities Co.Ltd(002945) about Suzhou Cheersson Precision Metal Forming Co.Ltd(002976)
Verification opinions on temporarily replenishing working capital with idle raised funds
Chinalin Securities Co.Ltd(002945) (hereinafter referred to as ” Chinalin Securities Co.Ltd(002945) ” or “sponsor”) is the sponsor of initial public offering and listing of Suzhou Cheersson Precision Metal Forming Co.Ltd(002976) (hereinafter referred to as “Rima precision” or “company”), In accordance with the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies and other relevant provisions, The company has checked the use of idle raised funds by Rima precision to temporarily supplement working capital. The verification conditions and opinions are as follows:
1、 Funds raised from initial public offering
Approved by the reply on Approving the initial public offering of Suzhou Cheersson Precision Metal Forming Co.Ltd(002976) shares (zjxk [2019] No. 2550) of the CSRC and the notice on the listing of Suzhou Cheersson Precision Metal Forming Co.Ltd(002976) RMB common shares (SZS [2020] No. 136) of Shenzhen Stock Exchange, the company has issued 25 million RMB common shares (A shares) to the public for the first time, It was listed and traded on the SME Board of Shenzhen Stock Exchange on March 6, 2020. The price of the company’s shares in this public offering is 19.01 yuan / share, and the total amount of funds raised is 475250000.00 yuan. After deducting various issuance expenses of 40983345.90 yuan, the net amount of funds raised is 434266654.10 yuan. The availability of the above funds has been verified by the capital verification report (xcyz [2020] No. 230z0017) issued by Rongcheng Certified Public Accountants (special general partnership). The company sets up a special account for the raised funds for storage.
2、 The company uses part of the raised funds to supplement the working capital temporarily
(I) previous replenishment of working capital
On March 25, 2021, the fifth meeting of the second board of directors and the third meeting of the second board of supervisors deliberated and approved the proposal on using idle raised funds to temporarily supplement working capital, and agreed that the company should use idle raised funds of no more than 150 million yuan to temporarily supplement working capital, with a service life of no more than 12 months from the date of deliberation and approval of the board of directors. As of February 15, 2022, the company has returned all the above-mentioned raised funds used to temporarily supplement working capital to the special account for raised funds.
(II) consideration of replenishing working capital with raised funds
The company plans to continue to use the idle raised funds of no more than 180 million yuan to temporarily supplement the working capital of the company for a period of no more than 12 months. The specific time is calculated from the date of deliberation and approval by the board of directors of the company. Before the expiration date, the company will return this part of funds to the special account for raised funds in time and in full. If the implementation progress of the project invested with raised funds exceeds the current expected progress, the company will return it to the special account for raised funds in time to ensure the progress of the project. The company’s proposal to use idle raised funds to temporarily supplement working capital has been deliberated and adopted at the 13th meeting of the second board of directors and the 9th meeting of the second board of supervisors, and the independent directors also expressed their independent opinions on the above supplement of working capital.
(III) rationality and necessity of using idle raised funds to temporarily supplement working capital
With the continuous growth of business scale, the company’s demand for working capital also expands. The company uses idle raised funds to supplement working capital temporarily, which can effectively alleviate the working capital pressure faced by the company’s business development. Based on the maximum amount of 180 million yuan and the maximum period of 12 months for the temporary replenishment of working capital with the idle raised funds, and calculated according to the benchmark interest rate of RMB loans within one year published by the people’s Bank of China, the company estimates that the maximum financial cost can be saved by using the idle raised funds to temporarily replenish working capital. Therefore, the use of some idle raised funds to temporarily supplement working capital can improve the use efficiency of raised funds, reduce financial costs, and improve the operating efficiency of the company, which is in line with the interests of the company and all shareholders. There is no situation of changing the use purpose of raised funds in a disguised manner and does not affect the normal progress of the investment plan of raised funds. Therefore, it is reasonable and necessary to temporarily supplement the company’s working capital with idle raised funds this time.
3、 Opinions of the sponsor
Chinalin Securities Co.Ltd(002945) checked the use of idle raised funds by Rima precision to temporarily supplement working capital, and found that:
1. The company’s use of idle raised funds to temporarily supplement working capital can effectively alleviate the working capital pressure faced by the company’s business development and provide sufficient financial support for the company’s future operation, so as to enhance the company’s industry competitiveness and lay a solid foundation for the company’s healthy and stable development.
2. The company’s use of idle raised funds to temporarily supplement working capital has been deliberated and approved at the 13th meeting of the second board of directors and the 9th meeting of the second board of supervisors, and the independent directors have expressed their consent. The use of idle raised funds to temporarily supplement working capital has fulfilled the necessary legal procedures and complied with the provisions of relevant laws and regulations.
To sum up, Chinalin Securities Co.Ltd(002945) agrees that the company will temporarily supplement the working capital with idle raised funds of no more than 180 million yuan. The service life shall not exceed 12 months from the date of approval by the board of directors, and shall be returned to the special account for raised funds immediately after expiration.
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