Huatai United Securities Co., Ltd
About Jiahe Meikang (Beijing) Technology Co., Ltd
Verification opinions on using part of the over raised funds to repay bank loans and permanently supplement working capital
Huatai United Securities Co., Ltd. (hereinafter referred to as “Huatai United Securities” or “sponsor”) as a sponsor of Jiahe Meikang (Beijing) Technology Co., Ltd. (hereinafter referred to as “Jiahe Meikang” or “company”) for initial public offering of shares and listing on the science and innovation board, in accordance with the administrative measures for securities issuance and listing sponsor business Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange (revised in December 2020), guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (CSRC announcement [2012] No. 44), and measures for the continuous supervision of listed companies on the science and Innovation Board (Trial Implementation) And other relevant regulations, we have conducted prudent due diligence on Jiahe Meikang’s plans to use part of the over raised funds to repay bank loans and permanently supplement working capital. The specific verification results are as follows:
1、 Basic information of raised funds
Approved by China Securities Regulatory Commission (CSRC) zjxk [2021] No. 3468, Jiahe Meikang issued 34469376 ordinary shares (A shares) to the public at a price of 39.50 yuan per share. The total amount of funds raised was 136.15404 million yuan, after deducting the issuance expenses of 121.0832 million yuan After (excluding tax), the net amount of the actually raised funds is 1240457200 yuan. The actual time of the above raised funds is December 9, 2021, which has been verified by Dahua Certified Public Accountants (special general partnership) and issued the capital verification report on the paid in share capital of Jiahe Meikang (Beijing) Technology Co., Ltd. after issuing 34469376 RMB common shares (A shares) (dhyz [2021] No. 000843).
After the raised funds are received, the company has stored the raised funds in a special account, and signed a supervision agreement on the storage of the raised funds in a special account with the sponsor and the bank storing the raised funds.
2、 Use of raised funds
According to the prospectus of Jiahe Meikang, the investment projects of the funds raised by the company’s public offering are as follows:
Unit: 10000 yuan
No. project name estimated total investment estimated use of raised funds
1. Specialized electronic medical record R & D project (emergency first aid direction, women’s 20979.8120979.81 preschool specialty direction)
2 comprehensive electronic medical record upgrading project 16756.30 16756.30
3. Data center upgrading project 14979.7814979.78
4. Supplementary working capital 22284.1122284.11
Total 75000.00 75000.00
3、 Repayment of bank loans and permanent replenishment of working capital with some over raised funds this time
On the premise of ensuring the capital demand for the construction of the investment projects with raised funds and the normal progress of the projects with raised funds, in order to meet the company’s working capital demand, improve the use efficiency of raised funds, reduce financial costs, further improve the company’s profitability and safeguard the interests of listed companies and shareholders, the company plans to use the over raised funds to repay bank loans and permanently supplement working capital. The total amount of over raised funds obtained by the company is 490457200 yuan. It is planned to use 147 million yuan of over raised funds to repay bank loans and permanently supplement working capital, accounting for 29.97% of the total amount of over raised funds. Within the last 12 months, the cumulative use of over raised funds by the company to repay bank loans and permanently supplement working capital shall not exceed 30% of the total amount of over raised funds, and the company has not violated the relevant provisions of the CSRC and Shanghai Stock Exchange on the use of raised funds of listed companies.
4、 Relevant instructions and commitments
The repayment of bank loans and permanent replenishment of working capital with over raised funds can improve the use efficiency of raised funds, reduce financial costs, further improve the profitability of the company and safeguard the interests of listed companies and all shareholders. The repayment of bank loans and permanent replenishment of working capital by the over raised funds do not change the use purpose of the raised funds and affect the normal progress of the investment projects of the raised funds, which is in line with the provisions of relevant laws and regulations.
The company promises not to make high-risk investment and provide financial assistance to objects other than holding subsidiaries within 12 months after replenishing working capital.
5、 Review procedure
The company’s proposal on using some over raised funds to repay bank loans and permanently supplement working capital has been deliberated and adopted at the 19th meeting of the third board of directors and the 12th meeting of the third board of supervisors. Independent directors have expressed clear consent. The use of some over raised funds to repay bank loans and permanently supplement working capital needs to be submitted to the general meeting of shareholders for deliberation.
6、 Opinions of the sponsor
After verification, Huatai United Securities believes that the company’s use of some over raised funds to repay bank loans and permanently supplement working capital has been deliberated and approved by the board of directors and the board of supervisors of the company, the independent directors have issued clear consent opinions and fulfilled the necessary legal procedures, It complies with the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange (revised in December 2020), the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies (CSRC announcement [2012] No. 44) and the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation) And other relevant laws and regulations and exchange rules.
On the premise of ensuring the capital demand for the construction of the investment projects with raised funds and the normal progress of the projects with raised funds, the use of some over raised funds to repay bank loans and permanently supplement working capital is conducive to improving the use efficiency of raised funds, reducing financial costs and further improving the profitability of the company, which is in line with the interests of the company and all shareholders.
In conclusion, the recommendation institution has no objection to the company’s use of some over raised funds to repay bank loans and permanently supplement working capital.
(there is no text on this page, which is the signature page of Huatai United Securities Co., Ltd. on the verification opinions of Jiahe Meikang (Beijing) Technology Co., Ltd. on repaying bank loans with some over raised funds)
Sponsor representative (signature):
Kong Xiangxi, Wang Chen
Huatai United Securities Co., Ltd
