Geovis Technology Co.Ltd(688568)
And
China Securities Co.Ltd(601066)
About Geovis Technology Co.Ltd(688568)
Reply to the examination and inquiry letter of applying for issuing A-Shares to specific objects in 2021
Sponsor (lead underwriter)
February, 2002
Shanghai Stock Exchange:
We have received the inquiry letter on the examination of the application documents of Geovis Technology Co.Ltd(688568) issuing shares to specific objects (szkss (refinancing) [2022] No. 6) (hereinafter referred to as the "inquiry letter") issued by your exchange on January 11, 2022 Geovis Technology Co.Ltd(688568) (hereinafter referred to as " Geovis Technology Co.Ltd(688568) ", "issuer" or "company") and China Securities Co.Ltd(601066) (hereinafter referred to as " China Securities Co.Ltd(601066) securities", "sponsor", "sponsor"), Beijing JUNHE law firm (hereinafter referred to as "issuer's lawyer") Lixin Certified Public Accountants (special general partnership) (hereinafter referred to as "accountant") and other relevant parties have implemented and verified the problems listed in the audit inquiry letter item by item.
The written replies to the questions raised in this audit inquiry letter are as follows, please review.
The abbreviations or names used in the following replies. Unless otherwise specified, the abbreviations used in the reply to the audit inquiry letter have the same meanings as those in the prospectus; In the following reply, if the sum of the values of each sub item is inconsistent with the mantissa of the total, it is caused by rounding.
The font format in the reply to the audit inquiry letter is as follows:
The questions listed in the inquiry letter are in bold (BOLD)
Responses to questions in arial (not bold)
Reply to inquiry letter, in italics (BOLD)
Amendment and supplement to the prospectus
catalogue
Question 1: about the previous raised investment Question 2 on the necessity of raising funds for investment projects 9 question 3 about the content of this raised investment 253.1 about project content 253.2 about project implementation 593.3 about business model and market development 84 question 4 about financing scale 102 question 5 about the calculation of the income of raised investment projects Question 6 about financial investment 139 question 7 about the operation 1537.1 about major customers and revenue 1537.2 about R & D investment one hundred and sixty-seven
Question 1 about the previous raised investment
According to the application materials: (1) as of September 30, 2021, the issuer's unused balance of the previous raised funds was 381 million yuan, accounting for 47.61%; (2) The time interval between the date of issuing the resolution of the board of directors to specific objects and the previous fund-raising is less than 18 months; (3) The implementation subject of the issuer's previous raised investment project "PIM application project based on geovis digital earth" was changed to star map space, a wholly-owned subsidiary, and the implementation place of the raised investment project was changed to the registered address of star map space.
The issuer is requested to explain: (1) the current specific progress of the previous raised investment project, whether it is invested as planned, whether there is any delay, and whether the time interval between the previous raised investment and this raised investment meets the requirements of question 1 of the examination and answer of securities issuance and listing of listed companies on the science and Innovation Board of Shanghai Stock Exchange; (2) The reason and rationality of the change of the project implementation subject and location of the PIM application project based on geovis digital earth, and whether the site, equipment and personnel equipped at the changed implementation location meet the implementation needs of the project.
reply:
1、 The current specific progress of the previous raised investment project, whether it is invested as planned, whether there is any delay, and whether the time interval between the previous raised investment and the current raised investment meets the requirements of question 1 of the examination and answer of securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange
As of September 30, 2021, the company's previously raised funds have been used up to 4311205 million yuan, accounting for 53.84% of the net raised funds of 800684 million yuan; As of December 31, 2021, the company has used 520011100 yuan of the previously raised funds, accounting for 64.95% of the net raised funds of 800684 million yuan. The use progress of the previously raised funds is as follows:
Unit: 10000 yuan
The cumulative investment to be invested in raising and the investment proportion of the difference between raising and raising reaches the predetermined amount, which can make the serial number project name total fund amount B (a-b) (B / a) use the status date amount a
1 geovis 6 number 25 Ping An Bank Co.Ltd(000001) 2918131208187 51.67% July 2023 word earth project
Space remote sensing number
2 according to AI real-time Department 15 China Baoan Group Co.Ltd(000009) 55591544409 63.71% Department of management and analysis in July 2022
Unified project
3 based on geovis 100 China International Marine Containers (Group) Co.Ltd(000039) 0114609886 39.01% July 2022
The cumulative investment to be invested in raising and the investment proportion of the difference between raising and raising reaches the predetermined amount, which can make the serial number project name total fund amount B (a-b) (B / a) use the status date amount a
Digital earth
PIM application project
4 marketing service network 5 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 62592 374.08 92.52% network construction project in July 2021
5 supplementary working capital 15 Ping An Bank Co.Ltd(000001) 500000 0.00 100.00% not applicable
Gold project
Subtotal of committed investment projects 70 Shenzhen Guohua Network Security Technology Co.Ltd(000004) China Northern Rare Earth (Group) High-Tech Co.Ltd(600111) 2399889 65.72%-
6. Over raised funds 10068406 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 06840 59.59% not applicable
Total 800684052001112806729 64.95%-
The specific conditions of each project are analyzed as follows:
1. Geovis 6 digital earth project
As of December 31, 2021, the use progress of the raised funds of the raised investment project is 51.67%, and the date when it reaches the scheduled usable state is July 2023.
As of December 31, 2021, there is no extension of the raised investment project.
2. Air space remote sensing data AI real-time processing and analysis system project
As of December 31, 2021, the use progress of the raised funds of the raised investment project is 63.71%, and the date when it reaches the expected usable state is July 2022. As of December 31, 2021, there is no extension of the raised investment project.
3. PIM application project based on geovis Digital Earth
As of December 31, 2021, the use progress of the raised funds of the raised investment project is 39.01%, and the date when it reaches the expected usable state is July 2022. The main reasons for the slightly lower use progress of raised funds are:
(1) Based on the strategic development plan, the company changed the implementation location of the raised investment project, and the use progress of the raised funds slowed down;
(2) The project is an industrial application based on geovis digital earth, which is carried out on the basis of certain achievements of geovis 6 digital earth project. With the development of geovis 6 digital earth project, it has achieved phased success
As of December 31, 2021, there is no extension of the raised investment project.
4. Marketing service network construction project
The project was completed in July 2021. As of December 31, 2021, the use progress of the raised funds of the raised investment project was 92.52%, the remaining raised funds accounted for a relatively low proportion, and the actual investment was close to the expected investment. 5. Supplementary working capital projects and over raised funds
As of December 31, 2021, the supplementary working capital project has been used up, and the use progress of over raised funds is 59.59%.
To sum up, the investment project of the company's previous raised funds has not changed and has been steadily promoted according to the implementation plan, and there is no delay. It belongs to the situation of "the investment direction of the raised funds has not changed and has been invested according to the plan". The resolution date of the board of directors considering the securities issuance plan is more than 6 months from the date of the previous raised funds, Comply with the provisions of question 1 of the examination and answer of securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange.
2、 The reason and rationality of the change of the project implementation subject and location of the PIM application project based on geovis digital earth, and whether the site, equipment and personnel equipped at the changed implementation location meet the implementation needs of the project
(I) reasons and rationality of changing the implementation subject and location of the PIM application project based on geovis Digital Earth
On September 24, 2020, the 18th meeting of the first board of directors of the company deliberated and approved the proposal on changing the implementation subject and place of some raised investment projects, the proposal on using raised funds to increase capital to wholly-owned subsidiaries to implement raised investment projects, and the proposal on opening a special account for raised funds; The ninth meeting of the first board of supervisors of the company deliberated and approved the proposal on changing the implementation subject and place of some raised investment projects, and the independent directors of the company expressed their independent opinions on the above matters. The reasons for changing the implementation subject and location of the project of "PIM application project based on geovis digital earth" are as follows:
1. The needs of the company's strategic layout
According to the company's strategic development plan, in order to concentrate the company's advantageous resources, ensure the effective implementation of investment projects with raised funds, and improve the company's R & D capacity, combined with the current market environment, the company's headquarters will mainly develop geovis6 digital earth, and the star map space, a wholly-owned subsidiary of the company, will be mainly oriented to special fields, governments The enterprise provides first-class surveying and mapping ground system in special fields and enterprise energy digitization services. Therefore, the implementation subject of the change project of "PIM application project based on geovis digital earth" is star map space, which is in line with the strategic layout of the company. 2. Energy customer resources are concentrated in the West
PIM (pipeline integrity management) in the "geom application project based on geovis digital earth", that is, pipeline integrity management, refers to the identification and evaluation of risk factors faced in the whole life cycle (design, construction, operation and retirement) of linear asset industries (such as oil, natural gas, railway, highway, electric power and utilities), and the formulation of corresponding countermeasures. The project is the specific application of geovis digital earth related technology in the industry. The corresponding main customers are large energy groups. The company's energy customers are mainly concentrated in the northwest and southwest regions, such as Shaanxi Provincial Natural Gas Co.Ltd(002267) , Chongqing Qingyun Petroleum Engineering Technology Co., Ltd., Petrochina Company Limited(601857) engineering construction Co., Ltd. Southwest Branch, Karamay Oil City Data Co., Ltd. By changing the implementation location to Xi'an, the company can effectively use high-quality customer resources and consolidate and enhance the company's core competitiveness.
3. Sufficient manpower has been provided
Star map space has recruited a group of R & D technicians with rich experience and professional skills in the energy industry to provide 126 project managers, project management engineers, system architecture engineers, data processing engineers, software development engineers and test engineers for the "PIM application project based on geovis digital earth", and has the manpower to implement the project.
To sum up, the company changed the implementation subject of "PIM application project based on geovis digital earth" from Geovis Technology Co.Ltd(688568) to Geovis Technology Co.Ltd(688568) Space Technology Co., Ltd., a wholly-owned subsidiary of the company, and the implementation location from "No. 2 Jichang East Road, airport economic core area, Shunyi District, Beijing" to "floor 9, block B, Huihang Plaza, middle section of Hangtuo Road, national civil aerospace industry base, Xi'an, Shaanxi Province", In line with the company's strategic layout, it is conducive to the effective use of local high-quality customer resources and human resources, improve the use efficiency of raised funds, and further consolidate and enhance the company's core competitiveness.
(II) whether the site, equipment and personnel equipped at the changed implementation site meet the implementation needs of the project
1. Implementation requirements of "PIM application project based on geovis digital earth"
Site demand: 500 square meters of office space. The original construction address is located at the current business site of the company, i.e. No. 2, Jichang East Road, airport economic core area, Shunyi District, Beijing, which is obtained through leasing.
Equipment demand: purchase by raising funds through IPO.
Project personnel demand: planned allocation
