Securities code: 002599 securities abbreviation: Beijing Shengtong Printing Co.Ltd(002599) Announcement No.: 2021106
Beijing Shengtong Printing Co.Ltd(002599)
Announcement on adjusting the implementation progress of projects invested with raised funds
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.
Beijing Shengtong Printing Co.Ltd(002599) (hereinafter referred to as “the company”) held the 12th (Interim) meeting of the 5th board of directors in 2021 and the 11th meeting of the 5th board of supervisors in 2021 on December 24, 2021, deliberated and adopted the proposal on adjusting the implementation progress of investment projects with raised funds. The relevant information is hereby announced as follows:
1、 Basic information of raised funds
On December 28, 2016, The company received the reply on approving Beijing Shengtong Printing Co.Ltd(002599) issuing shares to Hou Jinggang and others to purchase assets and raise supporting funds issued by China Securities Regulatory Commission (CSRC license [2016] No. 3194), the company’s non-public offering of 10050492 A shares, the issue price per share is RMB 30.30, and the total amount of funds raised is RMB 304529907.6. After deducting the relevant expenses of the offering, the net amount of funds raised is RMB 293530990.41. The above raised funds have been verified and confirmed by the capital verification report (xksbz [2017] No. zb10026) issued by Lixin Certified Public Accountants (special general partnership) on January 20, 2017. The company complies with the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange (revised in 2020) and other relevant normative documents require special account storage management for the raised funds.
2、 Use purpose of raised funds
According to the report on Beijing Shengtong Printing Co.Ltd(002599) issuing shares and paying cash to purchase assets and raising supporting funds and related party transactions (Revised) (hereinafter referred to as the “restructuring report”) announced by the company on December 30, 2016, the company plans to use the raised funds for the following projects:
Proportion of No. project amount (10000 yuan) (%)
1. Pay cash consideration for this restructuring 3053.008 86%
Proportion of No. project amount (10000 yuan) (%)
2. Payment of intermediary fee 1400.004 06%
3. Publishing service cloud platform project 16000.0046 44%
4. Repayment of bank loan 8000.0023 22%
5. Supplement the listed company’s working capital of 6000.0017 42%
Total 34453.00100.00 00%
On January 20, 2017, the company held the first extraordinary meeting of the third board of directors in 2017, deliberated and passed the proposal on adjusting the specific scheme of issuing shares, paying cash to purchase assets, raising supporting funds and related party transactions. The specific adjustments are as follows:
S / N: before adjustment (yuan) after adjustment (yuan)
1. The cash consideration for major asset restructuring remains unchanged at 30530000.00
2 intermediary fee 14000000.0013600000.00
3. Publishing service cloud platform project 1600000000.00120399907.60
4. Repayment of bank loan 80000000.00 remains unchanged
5. Supplement the working capital of the listed company to 60000000.00, unchanged
Total raised funds: 344530000.00304529907.60
3、 Use of raised funds
As of December 17, 2021, the company’s use of supporting funds raised by issuing shares is as follows:
Unit: Yuan
The total investment of the raised funds of the committed investment project will be up to December 2021. As of December 2021, the project will reach the expected amount on the 17th, the investment amount on the 17th, the investment progress and use status date on the 17th
Acquisition of Beijing Lebo
Department with 100% equity 30530000.0030530000.00100% – Yunping publishing service for cash consideration
Item 120399907.6099251362.2082 43%2021/12/31
Supplementary listed companies
Working capital 60000000.0060000000.0060000000.00100%——
Repayment of bank loan 80000000.0080000000.00100%——
4、 Specific conditions and reasons for implementation progress adjustment of projects invested with raised funds
As of December 17, 2021, the investment progress of “publishing service cloud platform project” was 82.43%. At present, the digital equipment required by the digital production business of the project still needs to be upgraded continuously, and the relevant technical solutions of the publishing management software platform also need to be iterated quickly. According to the market development situation and actual production and operation needs, the company has carefully studied it for the sake of rational allocation of resources and other factors, It is decided to adjust the original planned completion time from December 31, 2021 to December 31, 2022.
Project name date when the project reaches the expected usable state date when the project reaches the expected usable state (before adjustment) (after adjustment)
Publishing service cloud December 31, 2021 December 31, 2022
Platform project
5、 Impact of implementation schedule adjustment of projects invested by raised funds on the company
The adjustment of the implementation progress of the project invested by the raised funds is a prudent decision made by the company according to the actual progress of the project. The adjustment of the implementation progress of the project will not change the implementation content, total investment, implementation subject and implementation location of the project, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of other shareholders, especially minority shareholders. The adjustment of the implementation progress of the investment project with raised funds will not have a significant adverse impact on the normal operation of the company.
6、 Review procedures and verification opinions
1. Deliberations of the board of directors of the company
On December 24, 2021, The 12th (Interim) meeting of the 5th board of directors in 2021 deliberated and adopted the proposal on adjusting the implementation progress of investment projects with raised funds 。 After deliberation, the board of Directors believes that in order to make the implementation of the raised investment project more in line with the actual situation, reasonably allocate resources and reduce the use risk of the raised funds, the company, in combination with the current implementation progress of the raised funds investment project, after careful research, believes that under the condition that the project implementation subject, the investment purpose of the raised funds and the project implementation location are not changed, Adjust the implementation progress of the company’s “publishing service cloud platform project” to comply with the actual situation of the raised investment project and the company’s development plan. There is no change or disguised change in the investment direction of the raised funds, and there is no damage to the interests of the company’s shareholders. Therefore, it is agreed to adjust the implementation progress of the company’s investment projects with raised funds from December 31, 2021 to December 31, 2022.
2. Opinions of independent directors
The adjustment of the implementation progress of the project invested by raised funds is a prudent decision made based on the actual situation of the project after comprehensive evaluation of various objective factors affecting the implementation progress of the project invested by raised funds. It only involves the adjustment of the implementation progress of the project invested by raised funds, which is in line with the actual business needs and long-term development plan of the company, and is conducive to improving the use efficiency of raised funds Reduce the use risk, and there is no change or disguised change in the investment direction of raised funds and damage to the interests of shareholders, nor will it have an adverse impact on the normal production, operation and business development of the company.
The above matters have fulfilled the necessary approval procedures and comply with the relevant provisions of laws, regulations, normative documents and the articles of association, such as the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange, etc. Therefore, the company agrees to adjust the implementation progress of the investment project with raised funds this time.
3. Opinions of the board of supervisors
On December 24, 2021, the 11th meeting of the Fifth Board of supervisors of the company in 2021 deliberated and adopted the proposal on adjusting the implementation progress of investment projects with raised funds. After deliberation, the board of supervisors held that the adjustment of the implementation progress of the investment project with raised funds is a prudent decision made by the company according to the actual progress of the investment project with raised funds, which only involves the investment progress of the project with raised funds, does not change the purpose and investment direction of the company’s raised funds, and the investment scale and construction content of the project with raised funds have not changed, It is not a substantial change in the investment project of raised funds, does not affect the implementation of the investment project of raised funds, and there is no change or disguised change in the investment direction of raised funds and damage to the interests of shareholders of the company, which is in line with the relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange on the management of raised funds of listed companies, and in line with the interests of the company and all shareholders, It is also conducive to the long-term development of the company. Therefore, the company is agreed to adjust the implementation progress of the project invested with raised funds.
4. Opinion of independent financial adviser
After verification, the independent financial adviser believes that Beijing Shengtong Printing Co.Ltd(002599) adjusting the implementation progress of the publishing service cloud platform project and adjusting the implementation progress of the raised capital investment project is based on the consideration of the company’s own situation. After the company’s research and demonstration, the company’s adjustment of the implementation progress of the raised capital investment project has been reviewed and approved by the company’s board of directors and board of supervisors, and the independent directors of the company have expressed their explicit consent.
The above matters have fulfilled the necessary examination and approval procedures, comply with the provisions of relevant laws and regulations, and do not damage the legitimate interests of the company and minority shareholders.
There is no objection to this matter.
It is hereby announced!
Beijing Shengtong Printing Co.Ltd(002599) board of directors December 26, 2021
