Goldman Sachs Gaohua Securities Co., Ltd
About Lbx Pharmacy Chain Joint Stock Company(603883)
Verification opinions on changing the implementation location of some raised investment projects
Goldman Sachs Gaohua Securities Co., Ltd. (hereinafter referred to as “the sponsor”) as the sponsor of Lbx Pharmacy Chain Joint Stock Company(603883) (hereinafter referred to as ” Lbx Pharmacy Chain Joint Stock Company(603883) ” or “the company”) in 2021 non-public offering of A-Shares (hereinafter referred to as “this non-public offering”), in accordance with the administrative measures for securities issuance and listing sponsor business Relevant provisions on the use of funds raised by listed companies, such as the stock listing rules of Shanghai Stock Exchange, the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of funds raised by listed companies, and the self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies of Shanghai stock exchange, The company has carefully and prudently verified the change of the implementation location of some raised investment projects, and expressed the following opinions: I. Basic information of the funds raised in this non-public offering
Approved by the reply on approving Lbx Pharmacy Chain Joint Stock Company(603883) non-public Development Bank shares (zjxk [2021] No. 2294) of China Securities Regulatory Commission (hereinafter referred to as the “CSRC”), the company issued RMB common shares (A shares) to specific investors in the form of non-public offering of shares, and the total amount of funds raised was RMB 174045367380, After deducting the issuance expenses excluding tax of RMB 1517976529, the net amount of raised funds is RMB 172527390851. All the above-mentioned raised funds have been in place on January 27, 2022, and have been verified by zhongshenhua Certified Public Accountants (special general partnership) and issued Lbx Pharmacy Chain Joint Stock Company(603883) capital verification report (CAC Zheng Yan Zi [2022] No. 0012). The company has stored the raised funds in a special account in accordance with relevant regulations, and signed a tripartite supervision agreement on the raised funds with the sponsor and the bank storing the raised funds.
2、 Investment projects of funds raised from this non-public offering
According to the company’s plan for non-public development of A-share shares, the company’s fund-raising projects and fund-raising use plans are as follows:
Unit: 10000 yuan
No. project name total project investment amount of raised funds to be invested
1 new chain drugstore project 13440 Dongguan Winnerway Industry Zone Ltd(000573) 2832
2 Huadong Medicine Co.Ltd(000963) product sorting and processing project 31148472788044
No. project name total project investment amount of raised funds to be invested
3 enterprise digital platform and new retail construction 3662 Troy Information Technology Co.Ltd(300366) 2300
Design project
4 supplementary working capital 52213615221361
Total 2543850817404537
3、 Change of implementation location of some raised investment projects of the company
The raised investment project of the proposed change of implementation location is ” Huadong Medicine Co.Ltd(000963) product sorting and processing project”. In order to speed up the project and comprehensively consider the factors such as distribution distance, logistics cost and land use certainty, the company plans to change the implementation location of the above-mentioned raised investment project to plot 57, Nanyuan, high tech Zone, Yangzhou City, Jiangsu Province. The specific changes are as follows:
Implementation place before project name change and implementation place after project name change
Huadong Medicine Co.Ltd(000963) Jiangning airport economy, Nanjing, Jiangsu Province Product sorting Development Zone, No. 57, Nanyuan, high tech Zone, Yangzhou, Jiangsu Province, north of Jiayuan Road, Jingyi block, east of Ji’an South Road and east of Huading electric appliance
West of the processing project road, north of the area south of Jiayuan North Road, west of Runyang road and south of the planned road
The company has signed the entry contract with Yangzhou high tech Industrial Development Zone and formed a framework agreement on land transfer and investment. However, due to the fact that the above land has not completed the “bidding, auction and listing” process and land transfer procedures, there is still some uncertainty. The final area of land and other specific contents shall be subject to the actually obtained land use certificate.
4、 The impact of this change on the implementation location of some raised investment projects
The change of the implementation location of some raised investment projects will not change the purpose of the raised investment projects, there is no situation of changing the purpose of the raised funds in a disguised form and damaging the interests of shareholders, and will not have a significant adverse impact on the implementation of the raised investment projects and the normal operation of the company.
5、 The examination and approval procedures for the change of implementation location of the raised investment project
The 13th meeting of the 4th board of directors and the 11th meeting of the 4th board of supervisors respectively deliberated and adopted the proposal on changing the implementation location of some raised investment projects, and the independent directors of the company expressed their consent. The change of the implementation location of some raised investment projects has fulfilled the necessary review procedures and met the relevant regulatory requirements.
6、 Verification opinions of the recommendation institution
After verification, the recommendation institution believes that:
1. Lbx Pharmacy Chain Joint Stock Company(603883) the issue of changing the implementation location of some raised investment projects has been deliberated and approved by the 13th meeting of the 4th board of directors and the 11th meeting of the 4th board of supervisors respectively. The independent directors of the company have issued explicit consent opinions and fulfilled the necessary approval procedures, which are in line with relevant laws, regulations, normative documents and the articles of association The provisions of the measures for the administration of raised funds;
2. The company’s change of the implementation location of some raised investment projects this time will not change the purpose of the raised investment projects, there is no situation of changing the purpose of the raised funds in a disguised manner and damaging the interests of shareholders, and will not have a significant adverse impact on the implementation of the raised investment projects and the normal operation of the company.
In conclusion, the recommendation institution has no objection to Lbx Pharmacy Chain Joint Stock Company(603883) this change of the implementation location of some raised investment projects. (no text below)
