Securities code: 603982 securities abbreviation: Nanjing Chervon Auto Precision Technology Co.Ltd(603982) Announcement No.: 2021-111 convertible bond Code: 113629 convertible bond abbreviation: Quanfeng convertible bond
Nanjing Chervon Auto Precision Technology Co.Ltd(603982)
Announcement on using some idle raised funds to temporarily supplement working capital
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Amount of temporary replenishment of working capital with raised funds: no more than RMB 100 million
The time limit for temporarily replenishing working capital with raised funds: no more than 12 months from the date of deliberation and adoption at the 21st Meeting of the second board of directors
1、 Basic information of raised funds
Approved by the reply on approving Nanjing Chervon Auto Precision Technology Co.Ltd(603982) public issuance of convertible corporate bonds (zjxk [2021] No. 2511) of China Securities Regulatory Commission and approved by Shanghai Stock Exchange, Nanjing Chervon Auto Precision Technology Co.Ltd(603982) (hereinafter referred to as "the company" or " Nanjing Chervon Auto Precision Technology Co.Ltd(603982) " ）6.2 million convertible corporate bonds were issued to the public, each with a face value of RMB 100, and the total amount of funds raised was RMB 620000000.00. After deducting the underwriting recommendation fee and other issuance expenses totaling RMB 10255094.35, the actual net amount of funds raised was RMB 609744905.65. The net amount of the above raised funds was in place on September 22, 2021, which was verified by Deloitte Touche Tohmatsu (special general partnership) and issued the verification report DSB (y) Zi (21) No. 00504.
In order to standardize the management of the company's raised funds and protect the rights and interests of investors, the company opened a special account for raised funds, and signed the tripartite supervision agreement on the storage of special account for raised funds with the sponsor and the deposit bank to store and manage the raised funds.
2、 Basic information of investment projects with raised funds
The details of the investment projects funded by the above convertible corporate bonds are as follows:
Unit: 10000 yuan
Project name total investment amount of the project proposed to be invested in raising funds net amount of the main funds available for the implementation of the raised funds
High end auto parts Nanjing Chervon Auto Precision Technology Co.Ltd(603982) precision technology intelligent manufacturing project 104907.0062000.0060974.49 Technology (Anhui) Co., Ltd. (phase I)
Total 104907.0062000.0060974.49/
As of December 20, 2021, the company has raised 189198000 yuan with convertible corporate bonds, The balance of the special account for raised funds is 221.7455 million yuan (including the interest income received from bank deposits and the income of raised funds after deducting bank handling fees), and the balance of raised funds for financial management is 200 million yuan. III. The plan to temporarily supplement working capital with some idle raised funds this time
1. Purpose: on the premise of ensuring the capital demand for the construction of investment projects with raised funds, improve the use efficiency of raised funds, reduce the company's financial expenses, meet the company's business growth demand for working capital and improve the company's profitability.
2. Amount: no more than RMB 100 million
3. Term: no more than 12 months from the date of deliberation and approval at the 21st Meeting of the second board of directors. After the expiration, the company shall return this part of funds to the special account for raised funds in time and in full.
4. Purpose: the use of some idle raised funds to temporarily supplement the company's working capital will not change the planned purpose of the raised funds and will not affect the normal progress of the investment projects of the raised funds.
4、 Review procedures for temporarily replenishing working capital with some idle raised funds this time
The company held the 21st Meeting of the second board of directors and the 17th meeting of the second board of supervisors on December 29, 2021, deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital, and agreed to use idle raised funds of no more than RMB 100 million to temporarily supplement working capital, The service life shall not exceed 12 months from the date of deliberation and approval at the 21st Meeting of the second board of directors of the company.
The temporary replenishment of working capital with some idle raised funds used by the company this time complies with the relevant provisions of the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the measures for the administration of raised funds by listed companies of Shanghai Stock Exchange and other regulatory requirements.
5、 Description of special opinions
(i) Opinions of independent directors
The company's use of some idle raised funds to temporarily supplement working capital complies with the provisions of relevant laws and regulations, and the approval procedure is legal. On the premise of not affecting the construction of investment projects with raised funds and ensuring the safety of raised funds, the company uses some idle raised funds to temporarily supplement working capital, which is conducive to improving the efficiency of fund use and will not affect the normal operation of the company, and complies with the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies The measures for the administration of raised funds of listed companies of Shanghai Stock Exchange and other provisions do not conflict with the implementation plan of the investment projects with raised funds, do not affect the normal implementation of the investment projects with raised funds, nor do they change the investment direction of raised funds in a disguised manner and damage the interests of shareholders. It is agreed that the company will use some idle raised funds to supplement working capital temporarily.
（2） Opinions of the board of supervisors
The board of supervisors held that the company used part of the idle raised funds to temporarily supplement the working capital and fulfilled the necessary approval procedures, which is conducive to improving the use efficiency of the raised funds, does not affect the implementation of the investment projects of the raised funds and the normal operation of the company, does not change the purpose of the raised funds in a disguised manner, and does not damage the interests of the company and minority shareholders, Comply with the requirements of relevant laws and regulations. It is agreed that the company use idle raised funds of no more than RMB 100 million to temporarily supplement working capital.
（3） Verification opinions of the recommendation institution
After verification, China International Capital Corporation Limited(601995) believes that:
(i) The company's use of some idle raised funds to temporarily 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 performed the necessary decision-making procedures, which is in line with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock exchange on the use of raised funds of listed companies.
（2） The company's use of some idle raised funds to temporarily supplement working capital this time does not violate the relevant commitments of the raised funds investment projects, does not affect the normal progress of the raised funds investment projects, and does not change the raised funds investment projects in disguise or damage the interests of shareholders.
In conclusion, the recommendation institution has no objection to the company's use of some idle raised funds to temporarily supplement working capital.
It is hereby announced.
Nanjing Chervon Auto Precision Technology Co.Ltd(603982) board of directors December 30, 2021
