Securities code: Shanghai Yaoji Technology Co.Ltd(002605) securities abbreviation: Shanghai Yaoji Technology Co.Ltd(002605) Announcement No.: 2022010 Shanghai Yaoji Technology Co.Ltd(002605)
On the adjustment of the plan for public issuance of convertible corporate bonds and
Announcement of revision instructions of series documents
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.
The 29th annual general meeting of the board of directors (hereinafter referred to as “the fifth interim meeting of the board of supervisors”) has considered and approved the relevant matters of the company’s issuance of bonds.
The 29th meeting of the board of directors and the 30th meeting of the board of supervisors of the company can be successfully held on March 2023 in combination with the actual situation of the company, The “issuance scale” and “purpose of the raised funds” of the proposal on adjusting the plan for the public issuance of convertible corporate bonds of the company, and the proposal on the plan for the public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Draft) were deliberated and adopted Proposal on the feasibility analysis report on the use of funds raised by public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Version), proposal on the impact of public issuance of convertible corporate bonds on diluting the immediate return and the measures taken by the company (Revised Version).
This adjustment has been authorized by the general meeting of shareholders to be handled by the board of directors, and related proposals do not need to be submitted to the general meeting of shareholders for deliberation. The company’s main amendments to the public offering of convertible bonds are described as follows:
1、 Specific contents of the adjustment of the plan for the public issuance of convertible corporate bonds
(1) Issuance scale
Before adjustment: according to the provisions of relevant laws and regulations, normative documents and in combination with the company’s own situation, the total amount of funds to be raised from this public offering of convertible bonds is no more than RMB 823127300 (including RMB 823127300), and the total number of convertible bonds issued this time is no more than 823127300. The specific issuance scale shall be submitted to the general meeting of shareholders of the company to authorize the board of directors to determine within the above limit.
After adjustment: according to the provisions of relevant laws and regulations, normative documents and in combination with the company’s own situation, the total amount of funds to be raised in this public offering of convertible bonds is no more than RMB 583127300 (including RMB 583127300), and the total number of convertible bonds issued this time is no more than 583127300. The specific issuance scale shall be determined by the board of directors within the above limit according to the authorization of the general meeting of shareholders.
(2) Purpose of the raised funds
Before adjustment: the total amount of funds raised from this issuance of convertible bonds does not exceed 823127300 yuan (including 823127300 yuan). After deducting the issuance expenses, the funds raised will be invested in the following projects:
Unit: 10000 yuan
No. project name project investment amount proposed investment amount of raised funds
1. Construction project of production base with an annual output of 600 million sets of playing cards 58312735831273
2. Supplementary working capital project 24 China Vanke Co.Ltd(000002) 400000
Total 8231273
If the actual net amount of raised funds after deducting the issuance expenses is less than the total amount of raised funds to be invested, the insufficient part of the company will be solved through self raised funds. Before the raised funds are in place, the company will first invest with self raised funds according to the actual situation of the project progress, and replace them after the raised funds are in place.
Within the scope of the above-mentioned projects invested with raised funds, the board of directors or the person authorized by the board of directors of the company may appropriately adjust the amount of raised funds invested in the above-mentioned projects according to the actual situation such as the progress and capital demand of the project. After adjustment: the total amount of funds raised from this issuance of convertible bonds does not exceed 583127300 yuan (including 583127300 yuan). After deducting the issuance expenses, the raised funds will be invested in the following projects:
Unit: 10000 yuan
No. project name project investment amount proposed investment amount of raised funds
1. Construction project of production base with an annual output of 600 million sets of playing cards 58312735831273
Total 5831273
If the actual net amount of raised funds after deducting the issuance expenses is less than the total amount of raised funds to be invested, the insufficient part of the company will be solved through self raised funds. Before the raised funds are in place, the company will first invest with self raised funds according to the actual situation of the project progress, and replace them after the raised funds are in place.
Within the scope of the above-mentioned projects invested with raised funds, the board of directors or the person authorized by the board of directors of the company may appropriately adjust the amount of raised funds invested in the above-mentioned projects according to the actual situation such as the progress and capital demand of the project. The fifth extraordinary general meeting of shareholders in 2021 held by the company on December 24, 2021 has authorized the board of directors to revise, adjust and supplement the issuance scheme and terms of this convertible bond within the scope permitted by relevant laws, regulations and the articles of association, in accordance with the opinions of the regulatory authorities and in combination with the actual situation of the company, Before the issuance, specify the specific issuance terms and issuance plan, formulate and implement the final plan of this issuance, including but not limited to determining or adjusting: issuance scale, bond interest rate, initial conversion price, conversion price adjustment, redemption price, issuance method and object, proportion of preferential placement to original shareholders, bond interest rate, and determine the timing of this issuance Add a special account for raised funds, sign a tripartite supervision agreement for the storage of the special account for raised funds and all other matters related to the issuance plan. According to the authorization of the general meeting of shareholders, the adjustment of the above scheme does not need to be submitted to the general meeting of shareholders for deliberation. The adjusted scheme can be considered and approved by the board of directors of the company.
In addition to the above adjustments, other contents of the company’s public offering of convertible corporate bonds remain unchanged. 2、 Revised contents of Shanghai Yaoji Technology Co.Ltd(002605) 2021 plan for public issuance of convertible corporate bonds (Revised Version)
Revision of chapter contents
2、 Due to the cancellation of the “supplementary working capital” project, the total amount of funds to be raised for the public offering of convertible corporate bonds is no more than RMB 583127300 (including RMB 583127300).
（18） Funds raised this time The total purpose of the funds to be raised from this public offering of convertible bonds is no more than RMB 583127300 (including RMB 583127300), and the total number of convertible bonds issued this time is no more than 583127300. After deducting the issuance expenses, the total amount of funds raised from the issuance of convertible bonds will be invested in the “construction project of production base with an annual output of 600 million sets of playing cards”.
2. Delete the “supplementary working capital” project and the investment amount of raised funds.
4、 1 The total amount of funds raised from the issuance of convertible corporate bonds can be changed from no more than 823127300 yuan (inclusive) to no more than 583127300 yuan (inclusive). After deducting the issuance expenses from the total amount of the raised funds of the convertible bonds of the issuing bank, the raised funds will be invested in the “construction project of production base with an annual output of 600 million sets of poker Tupai”.
2. Delete the “supplementary working capital” project and the investment amount of raised funds.
See http://www.cn.info.com.cn for details The plan for public issuance of convertible corporate bonds in Shanghai Yaoji Technology Co.Ltd(002605) 2021 (Revised Version) disclosed on the same day.
3、 Revised contents of Shanghai Yaoji Technology Co.Ltd(002605) 2021 feasibility analysis report on the use of funds raised by public issuance of convertible corporate bonds (Revised Version)
Since the total amount of the raised funds is changed to 5832173 million yuan, and all the raised funds are planned to be invested in the construction project of the production base with an annual output of 600 million pairs of playing cards, the feasibility analysis report is revised as follows:
Revision of chapter contents
1、 The investment project of the raised funds is “the use plan of 600 million pairs of convertible corporate bonds issued this time” and the total amount of the raised funds is changed from no more than 823127300 yuan (inclusive) to no more than 583127300 yuan. More than 583127300 yuan (inclusive). After deducting the issuance expenses, the total amount of funds raised from the issuance of convertible bonds will be invested in the “construction project of production base with an annual output of 600 million sets of playing cards”. Cancel the “supplementary working capital” project and the investment amount of the raised funds.
3、 As of the date of “3. Update and approval items: 1. Basic information items, environmental assessment and other approval items of the funded projects in this report”, the filing of this project has been filed with the development and Reform Commission of Quanjiao County in Anhui Province and its necessity and feasibility, The project analysis code is 210734112404-01462753. 2. The project has been issued by the ecological environment branch of Quanjiao County, Anhui Province Reply on the environmental impact report form of the construction project of Anhui Yaoji poker industry Co., Ltd. with an annual output of 600 million pairs of playing cards production base (full EIA)
