Securities code: Konfoong Materials International Co.Ltd(300666) securities abbreviation: Konfoong Materials International Co.Ltd(300666) Announcement No.: 2022027 bond Code: 123123 bond abbreviation: Jiangfeng convertible bond
Konfoong Materials International Co.Ltd(300666)
Announcement on the resolutions of the 19th meeting of the third board of directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
1. Konfoong Materials International Co.Ltd(300666) (hereinafter referred to as “the company”) the notice of the 19th meeting of the third board of directors was sent to all directors by e-mail on February 28, 2022. The Notice includes relevant information of the meeting and lists the time, place, content and method of the meeting.
2. The meeting of the board of directors was held in the on-site communication room on February 2022.
3. The board meeting was attended by 9 directors, and 9 directors actually attended. Among them, two directors attended the meeting, chairman Yao Lijun, directors Qian Hongbing, Zhang Huiyang and Xu Zhou, and independent directors Mr. Fei Weidong, Ms. Zhang Jie and Ms. Liu Xiu attended the meeting by means of communication.
4. The board meeting was presided over by Mr. Yao Lijun, chairman of the board of directors, and the supervisors and senior managers of the company attended the board meeting as nonvoting delegates.
5. The convening, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China and other laws and regulations and the relevant provisions of the articles of association.
2、 Deliberations of the board meeting
The meeting considered and adopted the following proposals:
(I) deliberated and passed the proposal on adjusting the company’s stock issuance plan to specific objects
In view of the adjustment of the company’s investment plan, it is decided to adjust the total investment amount of the raised capital investment project of the stock issuance scheme to specific objects. The specific adjustment contents are as follows:
Before adjustment:
The total amount of funds to be raised from this issuance of shares to specific objects shall not exceed 165.1 million yuan (including this amount). After deducting the issuance expenses, it is proposed to use all of them for the following projects:
Name of the project for which the total investment amount of the project is to be raised
No. (10000 yuan) amount (10000 yuan)
Ningbo Konfoong Materials International Co.Ltd(300666) with an annual output of 52000 VLSI
1. Industrialization project of sputtering target with ultra-high purity metal 98670777813900
Zhejiang Haining has an annual output of 18000 ultra large scale integrated circuits
2 high purity metal sputtering target industrialization project 40783183169610
3 construction project of Ningbo Konfoong Materials International Co.Ltd(300666) semiconductor material R & D center 719260719260
4. Supplement of working capital and repayment of borrowings 48122304812230
Total 1947688416515000
After deducting the financial investment factor of 1.5 million yuan from the total amount of raised funds, the total amount of raised funds for the issuance of shares to specific objects will be reduced to no more than 1650 million yuan (including this amount). After deducting the issuance expenses, it is planned to be used for the following items:
Name of the project for which the total investment amount of the project is to be raised
No. (10000 yuan) amount (10000 yuan)
Ningbo Konfoong Materials International Co.Ltd(300666) with an annual output of 52000 VLSI
1. Industrialization project of sputtering target with ultra-high purity metal 98670777813900
Zhejiang Haining has an annual output of 18000 ultra large scale integrated circuits
2 high purity metal sputtering target industrialization project 40783183169610
3 construction project of Ningbo Konfoong Materials International Co.Ltd(300666) semiconductor material R & D center 719260719260
4. Supplement of working capital and repayment of borrowings 4797230
Total 1946188416500000
After the board of directors deliberates and approves the issuance plan and before the raised funds are in place, the board of directors of the company can choose the opportunity to invest in the raised projects with self raised funds according to the market conditions and its own reality, and replace them after the raised funds are in place. If the actual net amount of raised funds after deducting the issuance expenses is lower than the amount of raised funds to be used, the company will solve it through its own funds, bank loans or other means.
After adjustment:
The total amount of funds to be raised from this issuance of shares to specific objects shall not exceed 165.1 million yuan (including this amount). After deducting the issuance expenses, it is proposed to use all of them for the following projects:
Name of the project for which the total investment amount of the project is to be raised
No. (10000 yuan) amount (10000 yuan)
Ningbo Konfoong Materials International Co.Ltd(300666) with an annual output of 52000 VLSI
1. Industrialization project of sputtering target with ultra-high purity metal 100867127813900
Zhejiang Haining has an annual output of 18000 ultra large scale integrated circuits
2 high purity metal sputtering target industrialization project 40783183169610
3 construction project of Ningbo Konfoong Materials International Co.Ltd(300666) semiconductor material R & D center 719260719260
4. Supplement of working capital and repayment of borrowings 48122304812230
Total 1969652016515000
After deducting the financial investment factor of 1.5 million yuan from the total amount of raised funds, the total amount of raised funds for the issuance of shares to specific objects will be reduced to no more than 1650 million yuan (including this amount). After deducting the issuance expenses, it is planned to be used for the following items:
Name of the project for which the total investment amount of the project is to be raised
No. (10000 yuan) amount (10000 yuan)
Ningbo Konfoong Materials International Co.Ltd(300666) with an annual output of 52000 VLSI
1. Industrialization project of sputtering target with ultra-high purity metal 100867127813900
Zhejiang Haining has an annual output of 18000 ultra large scale integrated circuits
2 high purity metal sputtering target industrialization project 40783183169610
3 construction project of Ningbo Konfoong Materials International Co.Ltd(300666) semiconductor material R & D center 719260719260
4. Supplement of working capital and repayment of borrowings 4797230
Total 1968152016500000
After the board of directors deliberates and approves the issuance plan and before the raised funds are in place, the board of directors of the company can choose the opportunity to invest in the raised projects with self raised funds according to the market conditions and its own reality, and replace them after the raised funds are in place.
If the actual net amount of raised funds after deducting the issuance expenses is lower than the amount of raised funds to be used, the company will solve it through its own funds, bank loans or other means.
Except for the above adjustments, other contents in the original issuance plan remain unchanged.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on this proposal.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Announcement on adjusting the scheme of issuing shares to specific objects.
Voting results: there were 8 affirmative votes, 0 negative votes and 0 abstention votes. Mr. Yao Lijun, a related director, avoided voting and was adopted by all the directors participating in the voting.
This proposal needs to be deliberated and approved by the general meeting of shareholders of the company.
(II) the proposal on the company’s plan for issuing shares to specific objects (Revised Version) was deliberated and adopted in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) and other laws and regulations, as well as the relevant provisions of the normative documents of the CSRC, In combination with the actual situation that the company plans to adjust the issuance plan, the plan for issuing shares to specific objects prepared by the company is revised accordingly.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on this proposal.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day The plan for issuing shares to specific objects (Revised Version) and the announcement on the revision of the plan for issuing shares to specific objects.
Voting results: there were 8 affirmative votes, 0 negative votes and 0 abstention votes. Mr. Yao Lijun, a related director, avoided voting and was adopted by all the directors participating in the voting.
This proposal needs to be deliberated and approved by the general meeting of shareholders of the company.
(III) deliberated and passed the proposal on the company’s demonstration and analysis report on the scheme of issuing shares to specific objects (Revised Version)
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) and other laws and regulations, as well as the relevant provisions of the normative documents of the CSRC, and in combination with the actual situation of the company’s plan to adjust the issuance plan, Revise the report on demonstration and analysis of stock issuance scheme to specific objects prepared by the company accordingly.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on this proposal.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Demonstration and analysis report on the scheme of issuing shares to specific objects (Revised Version).
Voting results: there were 8 affirmative votes, 0 negative votes and 0 abstention votes. Mr. Yao Lijun, a related director, avoided voting and was adopted by all the directors participating in the voting.
This proposal needs to be deliberated and approved by the general meeting of shareholders of the company.
(IV) deliberated and passed the proposal on the feasibility analysis report on the use of funds raised by issuing shares to specific objects (Revised Version)
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) and other laws and regulations, as well as the relevant provisions of the normative documents of the CSRC, and in combination with the actual situation of the company’s plan to adjust the issuance plan, Revise the feasibility analysis report on the use of funds raised by issuing shares to specific objects prepared by the company accordingly.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on this proposal.
For details, please refer to the company’s announcement on cninfo (www.cn. Info. Com. CN.) on the same day Feasibility analysis report on the use of funds raised by issuing shares to specific objects (Revised Version).
Voting results: there were 8 affirmative votes, 0 negative votes and 0 abstention votes. Mr. Yao Lijun, a related director, avoided voting and was adopted by all the directors participating in the voting.
This proposal needs to be deliberated and approved by the general meeting of shareholders of the company.
(V) deliberated and passed the proposal on diluting the immediate return and filling measures of the company issuing shares to specific objects and the commitments of relevant subjects (Revised Draft)
According to the opinions on Further Strengthening the protection of the legitimate rights and interests of small and medium-sized investors in the capital market issued by the general office of the State Council and the diluted spot report on initial public offering, refinancing and major asset restructuring issued by the CSRC
