Securities code: 301207 securities abbreviation: Hualan vaccine Announcement No.: 2022005 Hualan Biological Engineering Inc(002007) vaccine Co., Ltd
Announcement on using some idle raised funds for cash management
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.
Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. (hereinafter referred to as "the company" or "Hualan vaccine") held the 11th meeting of the first board of directors and the 11th meeting of the first board of supervisors on March 2, 2022, deliberated and adopted the proposal on using some idle raised funds for cash management, It is agreed that on the premise of ensuring that the construction of investment projects with raised funds and the normal production and operation of the company will not be affected, the idle raised funds of no more than RMB 1 billion will be used for cash management, and the service life will be effective within 12 months from the date of deliberation and approval by the board of directors. Within the above quota and period, the funds can be recycled and used on a rolling basis. The details are hereby announced as follows:
1、 Basic information of raised funds
According to the reply on Approving the registration of initial public offering of Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. (zjxk [2022] No. 2) issued by China Securities Regulatory Commission, the company was approved to publicly issue 40.01 million RMB common shares (A shares), with a par value of RMB 1 per share and an issue price of RMB 56.88 per share, The total amount of raised funds is 227576880000 yuan, after deducting various issuance expenses of 3156569607 yuan (including tax), the actual net amount of raised funds is 224420310393 yuan.
The above raised funds have been transferred to the designated account of the company on February 14, 2022. The company signed the tripartite supervision agreement on the storage of special account for raised funds with the recommendation institution and the bank storing the raised funds to jointly supervise the use of raised funds. Dahua Certified Public Accountants (special general partnership) verified the availability of funds raised by the company's initial public offering and issued a capital verification report of "Dahua Yan Zi [2022] No. China Greatwall Technology Group Co.Ltd(000066) ".
2、 Use of raised funds
According to the application plan of the raised funds disclosed in the company's prospectus for initial public offering and listing on the gem (hereinafter referred to as the "prospectus"), and in combination with the actual net amount of the raised funds of the company, the investment projects of the raised funds of this public offering (hereinafter referred to as the "raised investment projects") and the use plan of the raised funds are as follows:
No. total project investment and use of raised funds
1. Development and industrialization of influenza vaccine and supply guarantee capacity of existing products 13751 Hunan New Wellful Co.Ltd(600975) 2635 construction project
2 development and industrialization of freeze-dried rabies vaccine for human use 8 China World Trade Center Co.Ltd(600007) 73545
3. Multi linked bacterial vaccine development and industrialization construction project 27425 Tianqi Lithium Corporation(002466) 797
4 development and industrialization project of new pneumonia vaccine 79590006843243
5 new vaccine R & D platform construction project 29521 Shanghai Yaoji Technology Co.Ltd(002605) 811
Total 282652 Hangzhou Binjiang Real Estate Group Co.Ltd(002244) 2031
3、 Cash management using some idle raised funds
The construction of projects invested with raised funds needs a certain period. At present, the company is orderly promoting the progress of investment projects with raised funds in accordance with the use plan of raised funds. According to the actual construction progress of the project invested by the raised funds, some of the raised funds are idle in the short term. The company will make rational use of idle raised funds for cash management and improve the use efficiency of raised funds without affecting the construction needs of investment projects with raised funds, normal production and operation of the company and ensuring the safety of funds. The specific scheme is as follows:
(I) amount and term
If the company intends to use the idle cash for more than RMB 1 billion, it shall not be used within the effective period of the above-mentioned cash management period from the date of deliberation by the board of directors. (II) types of investment products
The company will strictly control risks in accordance with relevant regulations and select investment products with investment period of no more than 12 months, high security, good liquidity and meeting the requirements of principal guaranteed (including but not limited to structural deposits, time deposits, large certificates of deposit, agreed deposits, other principal guaranteed financial products, call deposits, fixed income certificates, agreed deposits, etc.), And such cash management products shall not be used for pledge or guarantee.
(III) cash management income distribution
The company uses part of the temporarily idle raised funds for cash management, and the income obtained shall be owned by the company, which shall be preferentially used to make up the insufficient investment amount of the raised investment projects and the working capital required by the company's daily operation. After the cash management of the temporarily idle raised funds expires, it will be returned to the special account for raised funds in time.
(IV) specific implementation mode
Within the above limit and term, the board of directors of the company authorizes the management of the company to exercise the investment decision-making power within the limit, sign relevant agreements and handle relevant specific matters. The financial department of the company is responsible for organizing the implementation, and the Audit Department of the company is responsible for supervision.
(V) description of association relationship
The company plans to purchase investment products from financial institutions that do not have a related relationship. The use of idle raised funds for cash management this time will not constitute a related party transaction.
(VI) information disclosure
The company will timely disclose the specific progress of purchasing investment products in accordance with the relevant requirements of the Shenzhen Stock Exchange gem stock listing rules and the Shenzhen Stock Exchange listed companies self regulatory guidelines No. 2 - standardized operation of GEM listed companies.
(VII) others
The company uses some idle raised funds for cash management this time, and there is no behavior of changing the purpose of raised funds in disguise, which will not affect the normal implementation of investment projects with raised funds.
4、 Investment risk analysis and risk control measures
(I) investment risk analysis
1. The investment products to be purchased by the company are short-term and low-risk products, but the financial market is greatly affected by macro-economy, and the investment will be affected by market fluctuations;
2. The company intervenes timely and appropriately according to the economic situation and changes in the financial market, so it is difficult to reliably predict the actual income of short-term investment;
3. Operation and monitoring risks of relevant staff.
(II) risk control measures
1. The company will strictly abide by the principle of prudent investment, select low-risk investment varieties with high safety and good liquidity, and shall not be used for high-risk investment such as securities investment. It will not buy stocks, derivatives and unsecured bonds as the investment object
2. During the implementation of cash management, the company's management and financial handling personnel will continue to track the progress of investment products. If adverse factors are found or judged, corresponding preservation measures will be taken in time to control investment risks;
3. The Audit Department of the company is responsible for auditing and supervising the fund use and custody of investment products, and conducting comprehensive inspection on all investment product projects on a regular basis;
4. The board of supervisors and independent directors supervise and inspect the use of funds from time to time, and can hire professional institutions to audit when necessary;
5. The company will timely perform the obligation of information disclosure in strict accordance with laws and regulations and relevant provisions of normative documents of Shenzhen Stock Exchange.
5、 Impact on the company
The company's use of some idle raised funds for cash management is implemented on the premise of ensuring the company's daily operation, fund safety and the normal promotion of raised funds investment projects, which will not affect the company's daily capital turnover and main business development, and there is no situation of changing the purpose of raised funds in disguise, nor will it affect the normal operation of raised funds investment projects. Through appropriate cash management, we can improve the efficiency of the company's capital use, obtain certain investment income, and create more investment returns for the company and shareholders.
6、 Implementation procedures and special opinions
(I) deliberations of the board of directors
The company held the 11th meeting of the first board of directors, which deliberated and approved the proposal on using some idle raised funds for cash management, and agreed to use no more than RMB 1 billion of idle raised funds for cash management on the premise of ensuring that the construction of investment projects with raised funds and the normal production and operation of the company will not be affected, The term of use shall be valid within 12 months from the date of deliberation and approval by the board of directors. Within the above quota and period, the funds can be recycled and used on a rolling basis.
(II) opinions of independent directors
The independent directors of the company believe that the use of some idle raised funds for cash management this time, Comply with relevant normative documents such as the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of GEM listed companies, and the provisions of the company's measures for the administration of raised funds. Without affecting the construction progress of the raised funds and the normal operation of the company, the rational use of idle raised funds for cash management is conducive to improving the use efficiency of the company's funds, increasing the return of funds, and obtaining more returns for the company and shareholders, without damaging the interests of the company and minority shareholders. This matter has fulfilled the necessary approval and verification procedures, and there is no situation of changing the use purpose of the raised funds in a disguised form, which will not affect the normal progress of the investment plan of the raised funds. Independent directors unanimously agree that the company uses some idle raised funds for cash management.
(III) deliberation of the board of supervisors
The 11th meeting of the first board of supervisors of the company deliberated and approved the proposal on using some idle raised funds for cash management, and believed that under the condition of ensuring that the construction progress of raised funds and the normal operation of the company will not be affected, the use efficiency of funds can be improved and a certain investment income can be obtained through appropriate cash management, Seek more return on investment for the company's shareholders. All supervisors unanimously agreed on the use of some idle raised funds for cash management.
(IV) verification opinions of the recommendation institution
After verification, the sponsor believes that the company's use of some idle raised funds for cash management this time is conducive to improving the efficiency of fund use, and there is no situation of changing the purpose of raised funds in a disguised manner and damaging the interests of shareholders. The use of some idle raised funds for cash management has been deliberated and approved by the board of directors and the board of supervisors of the company. The independent directors have also expressed their independent opinions with explicit consent and fulfilled the necessary legal procedures, Comply with the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, and the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock exchange No. 2 - standardized operation of GEM listed companies And other relevant laws and regulations and exchange rules.
7、 Documents for future reference
1. Resolutions of the 11th meeting of the first board of directors;
2. Resolutions of the 11th meeting of the first board of supervisors;
3. Independent opinions of independent directors on matters related to the 11th meeting of the first board of directors;
4. Verification opinions on Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. using some idle raised funds for cash management issued by Huatai United Securities Co., Ltd.
It is hereby announced.
Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. board of directors March 4, 2022
