Securities code (A / h): Zte Corporation(000063) / 763 securities abbreviation (A / h): Zte Corporation(000063) Announcement No.: 202221 Zte Corporation(000063)
With regard to the special report on the deposit and use of raised funds in 2001, 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.
According to the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, and the guidelines for the self-discipline supervision of listed companies No. 1 of Shenzhen Stock Exchange – standardized operation of listed companies on the main board In accordance with the preparation requirements of relevant provisions such as No. 2 of Shenzhen stock exchange for refinancing of listed companies – announcement form of annual deposit and use of raised funds of listed companies, Zte Corporation(000063) (hereinafter referred to as ” Zte Corporation(000063) ,” the company “or” the company “) has prepared a special report on the deposit and use of raised funds in 2021. The details are as follows.
1、 Basic information of raised funds
(I) actual amount of raised funds and receipt of funds
Approved by the reply on approving Zte Corporation(000063) non-public Development Bank shares (zjxk [2019] No. 1904 document) of the China Securities Regulatory Commission, the company issued 381098968 RMB ordinary shares (A shares) in a non-public manner at an issue price of 30.21 yuan / share, and the total amount of raised funds was 1151299982328 yuan, After deducting the underwriting fee and recommendation fee of RMB 5000000000 and other issuance expenses of RMB 358109897, the net amount of funds actually raised by the company in this non-public offering is RMB 1145941872431. The above raised funds have been received on January 14, 2020, verified by Ernst & Young Huaming Certified Public Accountants (special general partnership) and issued Zte Corporation(000063) capital verification report (Ernst & Young Huaming (2020) Yan Zi No. 60438556h02).
(II) use of raised funds
As of December 31, 2021, the company has invested a total of RMB 11324294600 in fund-raising projects. At the same time, the company will close the fund-raising projects and save the raised funds of RMB 138160600
(1) The cumulative investment of technology research and product development projects for 5g network evolution is 7424294600 yuan:
① The company invested 49724515 million yuan of raised funds in advance with self raised funds before December 31, 2019, and replaced it with raised funds in February 2020;
② The investment of the company’s fund-raising investment project and the description of “collecting and accounting before transferring the fund-raising”: the company’s “technology research and product development project for 5g network evolution” in the fund-raising investment project of this non-public offering It mainly refers to the capitalization of R & D expenses related to technology research and product development projects for 5g network evolution and the purchase of R & D equipment and software. Among them, the capitalization of R & D expenses includes R & D labor costs, R & D materials consumed in the R & D process, etc. the above expenses are difficult to be paid directly in the raised capital account in advance. The relevant amount can be determined only after the review of project capitalization conditions and the correct collection and accounting of relevant capitalized project expenses; For the purchase of R & D equipment and software, based on factors such as supply chain efficiency, the company usually adopts the mode of centralized and unified procurement for similar equipment or software, and then divides the specific uses of the equipment / software according to the requisition of each department, so as to distinguish and confirm the expenses belonging to the investment projects with raised funds. The company regularly employs an accounting firm to verify the above-mentioned investment projects invested with raised funds, which is reviewed and approved by the board of directors and the board of supervisors. After the independent non-executive directors and the board of supervisors express their explicit consent, and the sponsor gives its verification opinions, The company can transfer the raised funds according to the self raised funds of the company’s investment projects with raised funds verified by the accounting firm.
According to the principle of “raising funds from January to June 2020”, the funds raised by the company will be calculated and transferred first, and then transferred according to the principle of “raising funds from January to June 2020”; From July 1 to December 31, 2020, RMB 1094961200 yuan was invested in the investment projects with raised funds with self raised funds, and the raised funds were transferred in January 2021.
(2) The supplementary working capital project is RMB 3900 million.
(3) The amount of surplus raised funds used to permanently supplement working capital is 138160600 yuan. (III) balance of raised funds
As of December 31, 2021, all the raised funds have been used up and the special account for raised funds has been cancelled.
Unit: RMB 10000
Project amount
Net proceeds 114594187
Plus: accumulated interest income net of handling charges 303.65
Less: net amount replaced and transferred in the reporting period: 10949612 (technology research and product development projects for 5g network evolution)
The amount of supplementary working capital in the reporting period was 1381606 (note for permanent supplementary working capital of surplus raised funds)
Net amount replaced and transferred in previous years: 63293334 (technology research and product development projects for 5g network evolution)
Amount used in previous years 39000000 (supplementary working capital project)
The balance of raised funds at the end of the reporting period is 0.00
Note: on January 29, 2021, the company held the 31st meeting of the 8th board of directors, deliberated and approved the proposal on closing the project of raising and investing in non-public Development Bank A shares and permanently replenishing the surplus raised funds with working capital, and agreed that the company would close the project of raising and investing in non-public issuance of A-Shares and permanently replenish the surplus raised funds with working capital of RMB 138 million.
The company cancelled the special account for raised funds in February 2021. At the time of cancellation, the actual surplus raised funds were 138160600 yuan, and all the surplus raised funds were used to permanently supplement working capital.
2、 Deposit and management of raised funds
In order to regulate the management and use of the raised funds and protect the rights and interests of investors, the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the provisions on the report on the use of the previously raised funds, and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies The management system of Zte Corporation(000063) raised funds (January 2018) (hereinafter referred to as the “management system”) has been formulated in combination with the actual situation of the company, such laws, regulations, normative documents as the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of companies listed on the main board of Shenzhen Stock Exchange (revised in 2015) and the relevant provisions of the articles of association.
In order to standardize the management of the company’s raised funds and protect the rights and interests of investors, in accordance with relevant regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, the guidelines for the standardized operation of listed companies on the main board of Shenzhen Stock Exchange (revised in 2015) and the company’s management system, Combined with the actual needs of the company’s use and management of the raised funds, on February 3, 2020, the implementation subject of the raised funds investment project Zte Corporation(000063) and the wholly-owned subsidiary Nanjing ZTE Software Co., Ltd
Company, Nanjing ZTE new software Co., Ltd., ZTE Optoelectronic Technology Co., Ltd., Shanghai ZTE software
Limited liability company, Shenzhen ZTE Software Co., Ltd., Xi’an ZTE new software Co., Ltd. (in Chinese)
Hereinafter referred to as “entities”) and the recommendation institution China Securities Co.Ltd(601066) , as well as the regulatory banks (countries)
Development Bank Shenzhen Branch, Bank Of China Limited(601988) Shenzhen Branch, China China Construction Bank Corporation(601939) shares
Ltd. Shenzhen OCT sub branch, Guangdong Development Bank Co., Ltd. Shenzhen Branch, Bank Of China Limited(601988) Co., Ltd
Shenzhen Branch of the company, Shenzhen Branch of Export Import Bank of China, Shanghai Pudong Development Bank Co.Ltd(600000) Shenzhen Branch
Shenzhen Branch and ( China Citic Bank Corporation Limited(601998) Shenzhen Branch) signed the tripartite supervision agreement on raised funds respectively. There is no significant difference between the above supervision agreement and the model tripartite supervision agreement of Shenzhen Stock Exchange. As of this report
At the end of the period, all parties to the agreement performed relevant responsibilities in strict accordance with the tripartite supervision agreement on raised funds.
As of December 31, 2021, the storage of the raised funds of the company is listed as follows:
Unit: RMB 10000
Sequence account name deposit bank name account number account balance as of December 31, 2021
1 Zte Corporation(000063) shares China Development Bank 443015 Ningxia Building Materials Group Co.Ltd(600449) 87370000 current account-
Co., Ltd. Shenzhen Branch
2 Zte Corporation(000063) shares Bank Of China Limited(601988) 775773206900 current-
Shenzhen Zhongxing sub branch Co., Ltd
3 Nanjing ZTE software China China Construction Bank Corporation(601939) 442501 Shenzhen Quanxinhao Co.Ltd(000007) China Vanke Co.Ltd(000002) 769 current account-
Limited liability company Shenzhen Overseas Chinese town sub branch
4 Nanjing ZTE new software Guangdong Development Bank 955088217781100184 current account-
Limited liability company Shenzhen Huafu sub branch has been fully established
ZTE optoelectronics Bank Of China Limited(601988) – cancellation 5 Technology Co., Ltd. Shenzhen ZTE sub branch 770573234839 current account
6 Shanghai ZTE Software Export Import Bank of China 202 Ping An Bank Co.Ltd(000001) 0 China Vanke Co.Ltd(000002) 29877 current account-
Limited liability company Shenzhen Branch
7 Shenzhen ZTE software Shanghai Pudong Development Bank 792200788017 Csg Holding Co.Ltd(000012) 07 current account-
Limited liability company Shenzhen Wenjin sub branch
8 Xi’an ZTE new software China Citic Bank Corporation Limited(601998) Shenzhen Luohu 8110 Shenzhen Lihexing Co.Ltd(301013) 200506260 current account-
Limited liability company port sub branch
Total-
The company has cancelled the above special account for raised funds in February 2021, and the actual savings at the time of cancellation
The raised funds were 138160600 yuan, and all the remaining raised funds were used to permanently supplement working capital.
3、 Use of raised funds in 2021
See the attached table comparison table of the use of raised funds for details.
4、 Change the use of funds for investment projects with raised funds
The company does not change the raised investment project or transfer or replace the raised investment project.
5、 Problems in the use and disclosure of raised funds
During the reporting period, the company has timely, truly, accurately and completely disclosed relevant information, and the used raised funds have been invested in the promised investment projects of raised funds, and there is no illegal use of raised funds. 6、 Main verification work and verification opinions of the recommendation institution
The sponsor China Securities Co.Ltd(601066) (hereinafter referred to as ” China Securities Co.Ltd(601066) securities”) has verified the deposit and use of the company’s raised funds and the implementation of the investment projects invested by the raised funds through data review, communication and other means.
Upon verification, China Securities Co.Ltd(601066) Securities believes that ZTE
