Securities code: 002013 securities abbreviation: Avic Electromechanical Systems Co.Ltd(002013) Announcement No.: 2021-046 Avic Electromechanical Systems Co.Ltd(002013)
Closing of investment projects financed by convertible corporate bonds
And permanently supplement the surplus raised funds with working capital
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Avic Electromechanical Systems Co.Ltd(002013) held the 13th meeting of the 7th board of directors and the 11th meeting of the 7th board of supervisors on December 27, 2021, deliberated and adopted the proposal on closing the investment projects raised by convertible corporate bonds and permanently replenishing the surplus raised funds with working capital, and agreed to the closing of the investment projects raised by convertible corporate bonds publicly issued by the company in 2018, The balance of 42.8707 million yuan in the special account for raised funds (including the unpaid contract balance, quality assurance deposit and interest income deducting handling charges, which shall be subject to the balance of the special account on the day of transfer out) shall be used for permanent replenishment of working capital.
After replenishing the working capital, the company will cancel the relevant special account for raised funds. The corresponding three-party supervision agreement and four-party supervision agreement for raised funds are also terminated. In accordance with the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations, the relevant information is hereby announced as follows:
1、 Basic information of funds raised by public issuance of convertible corporate bonds
According to the reply on approving Avic Electromechanical Systems Co.Ltd(002013) public issuance of convertible corporate bonds issued by China Securities Regulatory Commission (CSRC license [2018] No. 1232) approved that the company publicly issued 21 million convertible corporate bonds on August 27, 2018, with a face value of RMB 100 each, and the total amount of funds raised was RMB 2.1 billion. After deducting the issuance expenses of RMB 23.73 million, the actual net amount of funds raised was RMB 2076.27 million. The availability of the above raised funds has been verified by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), and the verification report on the raised funds from the public issuance of convertible corporate bonds (Zhong Huan Yan Zi (2018) No. 020014) was issued on August 31, 2018 。 The company has adopted a special account for the storage of raised funds, and signed a tripartite supervision agreement on the storage of raised funds with the special account bank and the sponsor.
The total amount of the raised funds is RMB 2.1 billion, which is invested in the following projects after deducting the issuance expenses:
No. total investment of the project invested by raised funds (10000 yuan) (10000 yuan)
1. Acquisition of 100% equity of Xinxiang aviation industry (Group) Co., Ltd. 70073.7770073.77
2. Acquisition of 100% equity of Yibin Sanjiang Machinery Co., Ltd. 25973.0925973.09
3. Expand production capacity of solenoid valve of Guizhou Fengyang Hydraulic Co., Ltd
Power construction project 7808.006400.00
4. Improvement of aviation power supply production capacity of Guiyang aviation motor Co., Ltd
Item 8591.006074.22
5 aviation hydraulic actuator of Sichuan Lingfeng Aviation Hydraulic Machinery Co., Ltd
Equipment manufacturing and maintenance capacity improvement project 10815.0010000.00
6 aviation suspension launch of Guizhou Fenglei aviation ordnance Co., Ltd
System industrialization project 27142.0025000.00
7 aviation product production of Sichuan Fanhua aviation instrument and Electrical Appliance Co., Ltd
Capacity improvement project 8934.008000.00
8. Supplementary working capital 57553.1456105.92
Total 216890.00207627.00
2、 Deposit and management of funds raised by public issuance of convertible corporate bonds
1. Formulation of management system for raised funds
In order to regulate the use and management of the company’s raised funds and protect the rights and interests of investors to the greatest extent, the company shall, in accordance with the company law, the securities law, the measures for the administration of securities issuance of listed companies, the stock listing rules of Shenzhen Stock Exchange and the notice on further regulating the use of raised funds of listed companies The management system of Avic Electromechanical Systems Co.Ltd(002013) raised funds has been formulated in accordance with the provisions and requirements of laws and regulations such as the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and in combination with the actual situation of the company.
2. Implementation of raised funds management system
In order to standardize the management of the company’s raised funds and protect the rights and interests of small and medium-sized investors, in accordance with relevant laws and regulations, the proposal on the company’s opening of a special account for raising funds through public issuance of convertible corporate bonds and signing a tripartite supervision agreement was deliberated and adopted at the 18th meeting of the sixth board of directors held on August 22, 2018
The company opened a special account for raising funds in China Citic Bank Corporation Limited(601998) Wangjing sub branch, and signed the tripartite supervision agreement on the storage of special account for raising funds with the sponsor and China Citic Bank Corporation Limited(601998) Beijing Wangjing sub branch on September 21, 2018.
In view of the fact that some of the investment projects raised by the company’s public issuance of convertible corporate bonds are implemented by its subsidiaries, in order to facilitate the management, use and supervision of the raised funds, the company held the 20th meeting of the sixth board of directors on September 19, 2018, and deliberated and adopted the proposal on Authorizing subsidiaries to open special accounts for raised funds and sign Quartet supervision agreements, Guizhou Fengyang Hydraulic Co., Ltd., Guiyang aviation motor Co., Ltd., Sichuan Lingfeng Aviation Hydraulic Machinery Co., Ltd., Guizhou Fenglei aviation ordnance Co., Ltd. and Sichuan pan China Aviation Instrument Electrical Appliance Co., Ltd., wholly-owned subsidiaries authorized to implement the raised capital investment project, are authorized to open special accounts for raised funds in relevant deposit banks, Special storage and management shall be conducted for the raised funds, and four party supervision agreements for the raised funds shall be signed with the company, the deposit bank of the raised funds and the recommendation institution respectively.
3. Storage of raised funds in special account
As of December 23, 2021, the specific deposits of funds raised by the company’s public issuance of convertible corporate bonds are as follows:
Name of deposit bank account balance (yuan) remarks
AVIC electromechanical Department China Citic Bank Corporation Limited(601998) Beijing 8110701014201420208 – Current System Co., Ltd. Wangjing sub branch
Sichuan Lingfeng aviation fluid Agricultural Bank Of China Limited(601288) Guanghan 100201040422101010400206017382153.35 current pressure Machinery Co., Ltd. City sub branch
Guizhou Fengyang hydraulic Bank Of China Limited(601988) Guiyang 1330565323352418672.13 Xiaohe sub branch of life limited liability company
Guizhou Fenglei aviation army Agricultural Bank Of China Limited(601288) Anshun 2344100104001207716862703.97 current Machinery Co., Ltd. Qianzhong sub branch
Sichuan pan China Aviation Instrument Bank Of Communications Co.Ltd(601328) Xindu 5116070170188000705356207156.75 current meter Electric Appliance Co., Ltd. sub branch business department
Guiyang aero Electric Co., Ltd. Xiaohe sub branch
Total – 42870686.20
Note: in 2019, the company and AVIC airborne Systems Co., Ltd. signed the equity transfer agreement between AVIC airborne Systems Co., Ltd. and Avic Electromechanical Systems Co.Ltd(002013) Guiyang aeromotor Co., Ltd., and transferred 100% of the equity of Guiyang aeromotor Co., Ltd. to AVIC airborne Systems Co., Ltd. After the equity transfer, Guiyang aeromotor Co., Ltd. will no longer be included in the scope of the company’s consolidated statements. The above-mentioned special account for the deposit of raised funds of Guiyang aeromotor Co., Ltd. has been closed on March 17, 2020.
As of December 23, 2021, in addition to Guiyang motor, the aviation power supply production capacity improvement project was originally due to equity transfer
In addition to the termination of the implementation, the investment project of the company’s raised funds has been basically completed, and the use of the raised funds is shown in the table below:
Unit: 10000 yuan
The accumulated interest of the adjusted investment of the raised funds as of the end of the period and the unpaid financial raised funds have not been paid. The total amount of the promised investment projects of the raised funds is calculated as the total investment amount income minus the balance of cash, the balance of the contract, the remaining renewal fee and the quality assurance deposit
Acquisition of SIA group – 100% equity 70073.7770073.7770073.77——————
Acquisition of Yibin Sanjiang machinery
Machinery 100% equity 25973.0925973.0925973.09————————
Guiyang motor Avionics
Increase of source production capacity by 7000.006074.226086.55 — project Sichuan pan China aviation production Co., Ltd
Product production capacity increased by 8000.008000.007416.1936 90620.71572. 0148.70 construction project Sichuan Lingfeng aviation hydraulic actuator manufacturing and Manufacturing Co., Ltd
Maintenance capability improvement item 10000.0010000.008381.04119 261738.221766.70 – Guizhou Fenglei aviation suspension
Hanging launch system industry 25000.0025000.0023394.4480 711,686.271,224.92461. 35. Solenoid valve of Fengyang company of petrochemical project
Expand production capacity and build 6400.006400.006176.3818 25241.87511. 05 – design items
Supplementary working capital 55180.1456105.9255216.50————————
Total 207627.00207627.00202717.96255 124,287.074,074.68510. 05
3、 Main reasons for savings of raised funds
1. In the process of project implementation, the company strictly follows the relevant provisions on the use of raised funds to ensure the project
Under the premise of quality and capacity demand, based on the principles of economy, rationality and effectiveness, through budget and cost control
Measures to strengthen the supervision and control of the construction process, reduce the construction and procurement costs of the project, and save some projects
Investment of raised funds.
2. At present, part of the contract warranty deposit has not been paid with the raised funds because the warranty period has not expired. section
By December 23, 2021, the unpaid contract quality guarantee deposit of the company is RMB 40.7468 million, and the company will
Continue to pay relevant amounts as agreed in relevant transaction contracts.
3. During the deposit of raised funds in the special account of subsidiaries
