Shennan Circuits Co.Ltd(002916) : issuance of non-public offering shares and listing announcement (Abstract)

Stock abbreviation: Shennan Circuits Co.Ltd(002916) Stock Code: 002916 No.: 2022-005 Shennan Circuits Co.Ltd(002916)

Non public offering of shares

Issuance and listing announcement

(summary)

Co sponsor (lead underwriter)

February, 2002

hot tip

1. After the completion of this non-public offering, the company has added 23694480 shares at the issue price of 107.62 yuan / share, and the total amount of funds raised is 254999937.60 yuan. After deducting 20335154.66 yuan of issuance expenses excluding tax, the net amount of funds raised by the company is 2529664782.94 yuan. These shares have gone through the equity registration formalities in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. on February 11, 2022 and will be listed on Shenzhen Stock Exchange on February 24, 2022.

2. After the completion of this non-public offering, the shares of this non-public offering subscribed by AVIC industrial investment shall not be transferred within 18 months from the date of listing; The shares of this non-public offering subscribed by other issuing objects shall not be transferred within 6 months from the date of listing.

3. According to the relevant business rules of Shenzhen Stock Exchange, the company’s share price on the listing date of new shares in this non-public offering is not ex rights, and the stock trading is subject to rise and fall restrictions.

4. The nature of the new shares in this non-public offering is restricted to the sale of tradable shares. The restricted period is calculated from the first day of listing of the new shares. The shares in this non-public offering subscribed by the issuing object shall not be transferred during the restricted period, and then shall be implemented in accordance with the relevant provisions of the CSRC and the Shenzhen Stock Exchange.

5. After the completion of this non-public offering, the equity distribution of the company meets the listing conditions specified in the stock listing rules of Shenzhen Stock Exchange.

catalogue

Special tips 1 interpretation Section 1 basic information of this offering four

1、 Issuer profile four

2、 Relevant procedures performed in this offering five

3、 Basic information of this issuance of shares seven

4、 Basic information of the issuing object sixteen

5、 Relevant institutions of this issuance Section 2 listing of new shares thirty-six

1、 Approval of listing of new shares thirty-six

2、 Basic information of new shares thirty-six

3、 Listing time of new shares thirty-six

4、 Restrictions on the sale of new shares Section 3 Comparison of relevant situations of the company before and after this issuance thirty-seven

1、 Changes of the top 10 shareholders before and after this offering thirty-seven

2、 The impact of this non-public offering on the company Section IV financial accounting information and management discussion and Analysis forty

1、 Main financial data and financial indicators forty

2、 Financial analysis Section V Application of the raised funds forty-six

1、 The use plan of the raised funds forty-six

2、 Basic information of special storage of raised funds 46 section VI concluding comments of the co sponsor (lead underwriter) on the issuance process and the compliance of the issuing object forty-seven

1、 Compliance with the pricing process of this offering forty-seven

2、 Compliance with the selection of distribution objects forty-seven

3、 On the compliance of the subscription object and the source of subscription funds Section 7 lawyers’ concluding comments on the issuance process and the compliance of the issuing object 49 section 8 recommendation of recommendation institution for listing Section IX documents for future reference fifty-one

1、 Directory of documents for future reference fifty-one

2、 Location of documents for future reference fifty-one

interpretation

In this report, unless the context otherwise requires, the following abbreviations have the following meanings: issuer, Shennan Circuits Co.Ltd(002916) , public Shennan Circuits Co.Ltd(002916) company and listed company

AVIC industrial investment refers to AVIC Industrial Investment Co., Ltd

Guotai Junan Securities Co.Ltd(601211) , the co sponsor refers to the Guotai Junan Securities Co.Ltd(601211) Organization (lead underwriter) of AVIC securities, and the co sponsor refers to the organization (lead underwriter) of AVIC Securities Co., Ltd

Lawyers and lawyers of the issuer refer to Beijing Jiayuan law firm

The audit institution of the issuer refers to Lixin Certified Public Accountants (special general partnership)

This offering and this non-public offering refer to the company’s intention to issue shares to specific objects in the form of non-public offering

The articles of association refers to the Shennan Circuits Co.Ltd(002916) articles of association

The Administrative Measures refer to the administrative measures for the issuance of securities by listed companies

Detailed rules for implementation refers to the detailed rules for the implementation of non-public offering of shares by listed companies

CSRC and CSRC refer to the China Securities Regulatory Commission

The pricing benchmark date refers to the first day of the issuance period of this non-public offering, i.e. January 21, 2022

The reporting period / the last three years and one refers to 2018, 2019, 2020 and January September 2021

stage

Yuan and 10000 yuan refer to RMB yuan and 10000 yuan

Note: unless otherwise specified in this report, if the total is inconsistent with the mantissa of the sum of the sub item values, it is caused by rounding.

Section I basic information of this offering

1、 Issuer profile

Issuer name: Shennan Circuits Co.Ltd(002916)

English name of the issuer: Shennan circuits Co., Ltd

Stock abbreviation: Shennan Circuits Co.Ltd(002916)

Stock Code: 002916

Unified social credit Code: 914403001921957616

Legal representative: Yang Zhicheng

Date of establishment: July 3, 1984

Registered capital: RMB 489208272

Listing time: December 13, 2017

Listing place: Shenzhen Stock Exchange

Company domicile: No. 1639, Yanlong Avenue, Pingdi street, Longgang District, Shenzhen, Guangdong

Postal Code: 518117

Secretary of the board of directors: Zhang Lijun

Tel: 0755-86095188

Fax: 0755-86096378

Internet address: http://www.scc.com.cn./

Email: [email protected].

The business scope of the company is: general business items are: electroplating, authentication consulting, real estate leasing services, import and export business, technology research and development and information technology consulting, property management, computer software and hardware and peripheral equipment manufacturing, computer software and hardware and auxiliary equipment wholesale, computer software and hardware and auxiliary equipment retail.

The licensed business items are: development, production, processing, service and sales of printed circuit board, packaging substrate products, module packaging products, electronic assembly products, electronic components, network communication technology products and communication equipment; Design, production, processing and sales of industrial automation equipment, telecommunication terminal equipment, information technology equipment, LED products, circuit switches and electrical devices for protection or connection, low-voltage electrical appliances and security products; Ordinary freight transportation (within the validity period of the road transportation operation license).

2、 Relevant procedures for this offering

(I) internal decision-making process of this issuance

On July 30, 2021, the company held the fourth meeting of the third board of directors to consider and approve the proposals related to the non-public offering of shares.

On October 14, 2021, the company received the reply on matters related to Shennan Circuits Co.Ltd(002916) non-public development of A-Shares issued by China Aviation Industry Group Co., Ltd. (aviation capital [2021] No. 697), and agreed to the overall plan of the company’s non-public offering in principle.

On October 18, 2021, the company held the third extraordinary general meeting of shareholders in 2021, deliberated and adopted the relevant proposals on the non-public offering of shares by means of on-site voting and online voting.

(II) the approval process of the regulatory authorities for this issuance

On December 13, 2021, the company’s application for non-public offering was approved by the issuance Review Committee of CSRC at its 136th meeting in 2021.

On January 4, 2022, the company received the reply on approving Shennan Circuits Co.Ltd(002916) non-public development of shares issued by China Securities Regulatory Commission (zjxk [2021] No. 4151).

(III) receipt and capital verification of raised funds

On January 28, 2022, Lixin Certified Public Accountants (special general partnership) verified the paid in subscription funds paid by the subscription objects of this offering and issued the verification report on the total subscription funds of Shennan Circuits Co.Ltd(002916) non-public offering of RMB common shares (A shares) No. [2022] zi10014. According to the report, as of 17:00 on January 27, 2022, the account designated by Guotai Junan Securities Co.Ltd(601211) ( Bank Of Shanghai Co.Ltd(601229) , account number: 31600730030370298) had received Shennan Circuits Co.Ltd(002916) subscription funds for non-public offering of shares, with a total amount of 254999937.60 yuan (in words: two billion five hundred and forty-nine million nine hundred and ninety-nine thousand nine hundred and thirty-seven yuan and sixty cents).

On January 28, 2022, Lixin Certified Public Accountants (special general partnership) verified the arrival of the raised funds in the issuer’s account and issued the Shennan Circuits Co.Ltd(002916) capital verification report (xksb [2022] No. zi10015). According to the report, the total amount of funds raised this time is 254999937.60 yuan. After deducting the relevant issuance expenses of 20335154.66 yuan (excluding tax), the net amount of funds raised is 2529664782.94 yuan, including an increase in share capital of 23694480.00 yuan and an increase in capital reserve of 2505970302.94 yuan.

(IV) share registration

The company has submitted relevant registration materials to China Securities Depository and Clearing Corporation Limited Shenzhen Branch on February 9, 2022. It is confirmed that the additional shares will be registered at the end of the trading day before the listing date of the batch of shares, and will be officially included in the register of shareholders of the listed company. The nature of the new shares issued this time is tradable shares with limited sales conditions, and the sales restriction period of the shares subscribed by AVIC Industry Investment Co., Ltd. is 18 months; Huatai Securities Co.Ltd(601688) , national integrated circuit industry investment fund phase II Co., Ltd., JPMorgan Chase Bank (National Association), ubsag, Guoxin Investment Co., Ltd., China Galaxy Securities Co.Ltd(601881) , Guoxin shuangbaiyi (Hangzhou) equity investment partnership (limited partnership), China Post Life Insurance Co., Ltd. – traditional insurance products Macquarie Bank Limited, CAITONG Fund Management Co., Ltd., BNP Paribas, Citic Securities Company Limited(600030) , China Europe Fund Management Co., Ltd., Lin xiuhao, Beijing Yi’an Capital Management Co., Ltd. – Yi’an Fujia No. 7 private securities investment fund, Hangzhou Xintong equity investment partnership (limited partnership) Both China International Capital Corporation Limited(601995) (asset management) and Nord Fund Management Co., Ltd. are restricted to six months. In case of legal holidays or rest days, it shall be postponed to the first trading day thereafter.

After the completion of this non-public offering of shares, the corresponding shares increased due to Shennan Circuits Co.Ltd(002916) bonus shares, conversion of shares and other reasons shall also comply with the above lock-in period.

If China Securities Regulatory Commission, Shenzhen Stock Exchange and other regulatory authorities have other requirements for the lock-in period of the issued shares, they shall participate in the subscription of Shenzhen Stock Exchange

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