Securities code: Anhui Tatfook Technology Co.Ltd(300134) securities abbreviation: Anhui Tatfook Technology Co.Ltd(300134) Announcement No.: 2022017 Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd
Announcement on permanently replenishing working capital with part of the balance raised funds
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.
Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd. (hereinafter referred to as "the company") held the 24th Meeting of the 4th board of directors and the 18th meeting of the 4th board of supervisors on March 16, 2022, and deliberated and adopted the proposal on permanently supplementing part of the balance raised funds with working capital respectively, The company plans to transfer all the remaining funds (including interest income) of the flexible OLED display module industrialization project to USD 3.3 million 1. The surplus fund of the type-C connector expansion project is 182.9 million yuan, with a total of about 795.59 million yuan, which is used to permanently supplement the working capital. The permanent supplementary working capital is finally subject to the bank interest settlement balance on the day of capital transfer out.
In accordance 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 Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of GEM listed companies and other relevant provisions, this matter can only be implemented after being submitted to the general meeting of shareholders for deliberation and approval. The relevant matters are hereby announced as follows: I. overview of investment projects with raised funds (I) availability of raised funds
Approved by the reply on Approving the non-public development of shares of Shenzhen Anhui Tatfook Technology Co.Ltd(300134) Co., Ltd. (zjxk [2016] No. 871) of China Securities Regulatory Commission and approved by Shenzhen Stock Exchange, The company's lead underwriter China Greatwall Securities Co.Ltd(002939) (hereinafter referred to as " China Greatwall Securities Co.Ltd(002939) ") privately issued 114698000 RMB ordinary shares (A shares) to the inquiry object by means of offline placement, with a par value of RMB 1.00 per share and an issue price of RMB 30.63 per share. On September 29, 2016, the total amount of funds raised by the company in the previous time was 35131999 million yuan, and the funds raised after deducting the expenses related to the issuance of 631999 million yuan was 345 million yuan, which was remitted to the raised funds supervision account of the company by the lead underwriter China Greatwall Securities Co.Ltd(002939) on September 29, 2016. The receipt of the above raised funds has been verified by Ruihua Certified Public Accountants (special general partnership) and a capital verification report (rhyz [2016] No. 48270008) has been issued. The non-public raised funds are planned to be invested in the following projects:
No. project name: proposed raised funds (10000 yuan)
1 flexible OLED display module industrialization project 15650000
2 USB3. 1 type-C connector expansion project 8400000
3. Precision metal structure expansion project 5450000
4. Supplementary working capital project 5000000
Total 34500000
(II) use of funds for investment projects with raised funds
After the raised funds are in place, the company will prudently and steadily promote the investment and construction of raised investment projects according to the feasibility study report of the previous raised funds and in combination with the industry development and supply and demand. At the same time, the company has made some adjustments and changes to the raised investment projects according to the actual situation of the industry and projects, as follows:
The 24th Meeting of the third board of directors held on February 12, 2018 and the second extraordinary general meeting of shareholders held on February 28, 2018 considered and approved the proposal on terminating some investment projects with raised funds and using the balance funds to repay bank loans and permanently supplement working capital, The company terminated the industrialization project of flexible OLED display module and used RMB 1035 million of the remaining funds to repay bank loans and permanently supplement the working capital of listed companies.
The 22nd Meeting of the Fourth Board of directors held on November 16, 2021 and the fourth extraordinary general meeting of shareholders held on December 3, 2021 considered and approved the proposal on changing the purpose of raised funds and the proposal on foreign investment and related party transactions. The company changed usb3 1. The purpose of the fund raised by the type-C connector expansion project is to acquire part of the equity of Shenzhen rationian Zhizao Equipment Co., Ltd. (hereinafter referred to as "rationian Zhizao"), and the actual investment (including transaction handling fee) in acquiring part of the equity of rationian Zhizao is RMB Changchun Gas Co.Ltd(600333) 8 million.
As of February 28, 2022, the use plan and use of the raised funds for investment projects are as follows:
Project name of planned investment in raised funds and invested raised funds to supplement working capital acquisition and allocation of tianzhizao balance raised funds
No. gold (10000 yuan) gold (10000 yuan) (10000 yuan) (10000 yuan) (10000 yuan)
Flexible OLED display module
1 industrialization project 1565 Guizhou Qianyuan Power Co.Ltd(002039) 10350061269
USB3. 1 type-C connection
2 connector expansion project 840003229 Changchun Gas Co.Ltd(600333) 3290
Expansion of production of precision metal structural parts
3 item 5450048335 9107
4. Supplementary working capital project 5 Tianma Microelectronics Co.Ltd(000050) 080
Total 34500010368310350060033 103666
Note: the above-mentioned funds do not include interest income except the funds to be invested and raised, and others include interest income.
2、 This time, it is proposed to permanently supplement the working capital with part of the balance raised funds
Up to now, the balance of funds raised by the company's previous non-public offering of shares (including interest income) is about 103666 million yuan. The precision metal structure expansion project of the previous non-public offering is in progress in an orderly manner, including the industrialization project of flexible OLED display module and usb3 1. The investment of type-C connector expansion projects has been terminated. USB3. 1. The total investment of type-C connector expansion project is 840 million yuan. As of February 28, 2022, 32.29 million yuan has been invested, and the actual investment (including transaction handling fee) in the acquisition of part of the equity of Peitian Zhizao is 600.33 million yuan. As of February 28, 2022, usb3 1. The balance fund balance (including interest income) of type-C connector expansion project is about 332.9 million yuan, and the balance fund balance (including interest income) of flexible OLED display module industrialization project is 612.69 million yuan.
The company plans to transfer all the surplus funds (including interest income) of the above flexible OLED display module industrialization project to usb3.5 million 1. The surplus fund of the type-C connector expansion project is 182.9 million yuan, with a total of about 795.59 million yuan, which is used to permanently supplement the working capital. The permanent supplementary working capital is finally subject to the bank interest settlement balance on the day of capital transfer out. 3、 Explanation on the rationality and necessity of the company's plan to permanently supplement part of the balance raised funds with working capital
Flexible OLED display module industrialization project, usb3 1. The investment of type-C connector expansion projects has been terminated. See the reasons for the termination of investment in the industrialization project of flexible OLED display module in 2018
February 13 Announcement of Shenzhen Anhui Tatfook Technology Co.Ltd(300134) Co., Ltd. on terminating some investment projects with raised funds and using the remaining funds to repay bank loans and permanently supplement working capital disclosed on February 27 (Announcement No.: 2018024) Supplementary announcement of Shenzhen Anhui Tatfook Technology Co.Ltd(300134) Co., Ltd. on terminating some investment projects with raised funds and using the remaining funds to repay bank loans and permanently supplement working capital (Announcement No.: 2018028). USB3. 1. For the reasons for terminating the investment of type-C connector expansion project, see the announcement of Anhui Tatfook Technology Co.Ltd(300134) (Anhui) Co., Ltd. on changing the purpose of raised funds (Announcement No.: 2021079) disclosed by the company on November 18, 2021.
The company plans to permanently supplement working capital with part of the balance raised funds, which are mainly used to repay bank loans and supplement working capital. (I) rationality and necessity of repaying bank loans
By the end of 2022, the company expects a short-term working capital loan of RMB 262 million to expire. In view of the loss of the company's main business, the bank credit line obtained by the company is lower than that in previous years, and the renewal of the loan is uncertain. At the same time, the company's current monetary funds, excluding the raised funds with clearly designated purposes, have a small balance of monetary funds that can be used to repay bank loans, and the company has great pressure to repay bank loans. In order to alleviate the company's debt repayment pressure, reduce debt repayment risk, ensure the company's timely repayment of the above bank loans and ensure the healthy and stable operation of the company, it is reasonable and necessary to use part of the balance raised funds to repay bank loans. (II) rationality and necessity of replenishing working capital
The company belongs to the communication equipment industry. The bargaining power of downstream major customers is strong. The method of customer installment settlement takes up a lot of funds of the company for a long time, resulting in high inventory and accounts receivable balance and low turnover rate. At the same time, the company's raw materials are mainly precious metals such as aluminum, silver and copper. The accounting period provided by the supplier is shorter than that of the customer. With the continuous rise of labor costs and the continuous improvement of product yield and process requirements, automated production is also in urgent need of implementation. In order to meet the needs of the company's main business development, reduce the pressure of working capital, expand market share and enhance the company's market competitiveness, the company needs sufficient working capital for support. It is reasonable and necessary to use part of the balance raised funds to supplement working capital this time.
The permanent replenishment of the above-mentioned part of the balance raised funds and interest to the working capital is conducive to improving the use efficiency of the raised funds and meeting the actual business needs of the company, will not have a significant adverse impact on the normal operation of the company, is in line with the interests of all shareholders, and does not violate the relevant provisions of the CSRC and Shenzhen Stock Exchange on the use of the raised funds of listed companies, There is no situation that damages the interests of the company and all shareholders, especially minority shareholders in disguise. The current working capital to be used to repay bank loans and permanently supplement the company is about 795.59 million yuan, and other balance raised funds of 150 million yuan will continue to be deposited in the corresponding special account for raised funds. The company will make reasonable and effective planning and use of the raised funds according to the actual operation and development needs and the requirements of relevant laws and regulations. 4、 Opinions of independent directors, board of supervisors and recommendation institutions on the change of raised investment projects (I) opinions of independent directors
After verification, we believe that the company's plan to permanently supplement the working capital with part of the balance raised funds meets the relevant provisions of the CSRC, Shenzhen Stock Exchange and the company on the use of raised funds. This event is a prudent decision based on the current industry changes and future development needs of the company, which meets the needs of the company's operation and development, and does not harm the interests of the company and shareholders. The company uses part of the raised funds and interest to permanently supplement the working capital, which is conducive to improving the use efficiency of the raised funds, reducing the company's financial expenses and enhancing the company's operation ability.
This item has fulfilled the necessary examination and approval procedures and met the requirements of relevant laws and regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange. Agree to the proposal on permanently replenishing part of the balance raised funds into working capital of the company, and agree to submit it to the general meeting of shareholders for deliberation. (II) opinions of the board of supervisors
After review, the board of supervisors believes that the company plans to permanently supplement part of the remaining raised funds with working capital, which is conducive to improving the use efficiency of raised funds, reducing the company's financial expenses and enhancing the company's operation capacity, which is in the interests of all shareholders, Comply with relevant laws, regulations and normative documents such as Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 - standardized operation of GEM listed companies, and relevant provisions such as the articles of association, raised funds management system, and there is no situation that damages the interests of the company and all shareholders in a disguised manner. Therefore, the board of supervisors agreed to the proposal on permanently replenishing part of the balance raised funds into working capital. (III) verification opinions of the recommendation institution
Upon verification, the recommendation institution China Greatwall Securities Co.Ltd(002939) (hereinafter referred to as " China Greatwall Securities Co.Ltd(002939) ") believes that:
This time, the company will permanently supplement the working capital with the balance of some raised investment projects. Relevant matters have been deliberated and approved by the board of directors and the board of supervisors. The independent directors of the company have issued independent opinions with explicit consent and fulfilled the necessary approval procedures at this stage.
The company will permanently supplement the working capital with the above-mentioned part of the balance raised funds and interest, which is conducive to improving the use efficiency of the raised funds and meeting the actual economic needs of the company
