Securities code: By-Health Co.Ltd(300146) securities abbreviation: By-Health Co.Ltd(300146) Announcement No.: 2022011 By-Health Co.Ltd(300146) board of directors
Special report on the deposit and use of raised funds in 2021
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、 Basic information of raised funds
(I) actual amount of funds raised and time of funds in place
By-Health Co.Ltd(300146) (hereinafter referred to as “the company”) issued 119288209 ordinary shares in RMB to specific objects in April 2021 with the approval of the document of “CSRC license [2021] No. 864” of China Securities Regulatory Commission. The issuing price was 26.20 yuan / share, and the total amount of funds raised was 312535107580 yuan, After deducting 3312872141 yuan (including value-added tax) of the issuance expenses of the lead underwriter, the capital contribution is 30922235439 yuan, after deducting other issuance expenses excluding value-added tax, the total amount is 283027962 yuan, plus 187521065 yuan of value-added tax input tax of the issuance expenses of the lead underwriter directly deducted from the total amount of raised funds, the net amount of funds actually raised by the company is 309126728542 yuan.
Beijing Xinghua Certified Public Accountants (special general partnership) verified the payment of subscription funds of subscription objects issuing shares to specific objects, and issued the capital verification report of subscription funds for issuing A-Shares to specific objects [2021] Jinghui Xingyan Zi No. 02 Shenzhen Guohua Network Security Technology Co.Ltd(000004) on April 30, 2021. The subscription funds have been transferred from the main underwriting account to the special account for raised funds of the company (hereinafter referred to as the “special account”) on April 30, 2021. The capital verification report (HXYZ [2021] No. 21 Jiangsu Asia-Pacific Light Alloy Technology Co.Ltd(002540) 038) issued by Huaxing Certified Public Accountants (special general partnership) on May 6, 2021 was verified. The company has adopted special account storage management for the raised funds. (II) use of raised funds and balance at the end of the reporting period
The construction of the company’s investment project of non-public offering of raised funds in 2015 has been completed, and the surplus raised funds have been transferred out of the special account to supplement working capital, and the account cancellation procedures have been completed. For the specific use, see the special report on the storage and use of raised funds in 2020 disclosed by the company.
As of December 31, 2021, the company has issued shares to specific objects in 2021, and the accumulated raised funds invested in the project are 71023138026 yuan, including 17821560000 yuan of self raised funds invested in the raised funds investment project in advance, and the ending balance is 239591666741 yuan, which is consistent with the ending balance of the special account for raised funds and the bank financial management of raised funds.
Unit: RMB yuan project amount
Net raised funds 309126728542 minus: amount used in previous years minus: amount used in current year 71023138026 plus: accumulated interest income (including bank wealth management income) minus handling charges Net exchange gains and losses 1488076225
Closing balance 239591666741 II. Deposit and management of raised funds
In accordance with the provisions of relevant laws and regulations and following the principles of standardization, safety, efficiency and transparency, the company has formulated the management system of raised funds, which has made clear provisions on the storage, approval, use, management and supervision of raised funds, so as to ensure the standardized use of raised funds.
In May 2021, the company signed the tripartite supervision agreement on raised funds with Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch, China Merchants Bank Co.Ltd(600036) Guangzhou Branch, China Citic Bank Corporation Limited(601998) Guangzhou International Building sub branch, Industrial And Commercial Bank Of China Limited(601398) Guangzhou Huacheng sub branch and the sponsor Citic Securities Company Limited(600030) respectively; In June 2021, the company and its subsidiary biocarna Pty Ltd signed the four party supervision agreement on raised funds with Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch and Citic Securities Company Limited(600030) sponsor. There is no significant difference between the above agreement and the model agreement on the supervision of raised funds of Shenzhen Stock Exchange. In 2021, the company deposited, used and managed the raised funds in strict accordance with relevant regulations, and fulfilled relevant obligations. There was no violation of laws and regulations.
As of December 31, 2021, the company’s deposit of raised funds is as follows:
Unit: RMB deposit bank account balance
Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch 2 Focus Media Information Technology Co.Ltd(002027) 92910019983317791095805
Deposit bank account number deposit balance
China Merchants Bank Co.Ltd(600036) Guangzhou Branch 12090704331083327480771734 China Merchants Bank Co.Ltd(600036) Guangzhou Branch certificate of deposit 1000000000 China Citic Bank Corporation Limited(601998) Guangzhou International Building sub branch 81109010125012871716804183458 China Citic Bank Corporation Limited(601998) Guangzhou International Building sub branch time deposit 22000000000 China Citic Bank Corporation Limited(601998) Guangzhou International Building sub branch Bank financial management 12000000000 Industrial And Commercial Bank Of China Limited(601398) Guangzhou Huacheng sub branch 3602028529209999863737995030 Industrial And Commercial Bank Of China Limited(601398) Guangzhou Huacheng sub branch intelligent time deposit 148000000000 Industrial And Commercial Bank Of China Limited(601398) Zhuhai Jinwan sub branch 2 Focus Media Information Technology Co.Ltd(002027) 9291 Lijiang Yulong Tourism Co.Ltd(002033) 08777620714 total 23959166667 .41
3、 Actual use of raised funds this year
(I) use of raised funds for investment projects
Comparison table of use of raised funds
Unit: the net amount of raised funds of RMB 10000 is 30912673. The total amount of raised funds invested in the current year is 7102313. The total amount of raised funds with changed purposes in the reporting period – the total amount of raised funds invested in the cumulative amount is 7102313 Accumulated total amount of raised funds with changed purposes-
Proportion of total raised funds with accumulative change of purpose-
Whether it has changed the accumulative investment of the current year’s projects by the end of the period. Whether the raised funds of the feasible commitment investment projects and ultra change projects are committed to the investment of the current year after adjustment. Whether the planned investment amount of the current year is included in the progress project can be achieved as scheduled. Whether the raised funds are invested (including part of the total investment amount (1) amount (2) (3) = (2) / (1) significant change in expected benefits with status date)
Zhuhai production base phase IV no 43752034375203328775328775 7.51% not applicable on June 30, 2023 not applicable no
Production expansion and upgrading project
Zhuhai production base phase V no 1519742915197429 629.98 629.98 0.41% not applicable on December 31, 2025 not applicable no
Construction Project
Digital information system item no 29944002994400198270198270 6.62% not applicable on June 30, 2024 not applicable no
order
Australian production base construction no 3745641374564119122701912270 51.05% not applicable on June 30, 2024 not applicable no
project
Supplementary working capital no 46 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 6 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 6 Shenzhen Guohua Network Security Technology Co.Ltd(000004) Shanghai Pudong Development Bank Co.Ltd(600000) 100.00% not applicable not applicable not applicable no
Total 3091267371023137102313
Circumstances and reasons for failure to reach the planned progress or expected income (points are not applicable to specific projects)
The description of major changes in the feasibility of the project is not applicable
The amount, purpose and progress of over raised funds are not applicable
The change of the implementation location of the project invested by raised funds is not applicable
The adjustment of the implementation mode of the project invested by raised funds is not applicable
On June 24, 2021, the company held the 12th meeting of the 5th board of directors and the 10th meeting of the 5th board of supervisors, deliberated and adopted the proposal on using part of the raised funds to replace the self raised funds invested in the raised projects in advance, Replace the raised funds of RMB 1782156 million with the self raised funds that have been invested in advance by April 30, 2021.
The above investment and replacement have been reviewed by Huaxing Certified Public Accountants (special general partnership) and issued a “Huaxing zhuanzi [2021] No. 21 Jiangsu Asia-Pacific Light Alloy Technology Co.Ltd(002540) 040″ assurance report. In July 2021, the above replacement funds were transferred from the special account for raised funds to
