Securities code: 300497 securities abbreviation: Jiangxi Fushine Pharmaceutical Co.Ltd(300497) Announcement No.: 2022-004
Jiangxi Fushine Pharmaceutical Co.Ltd(300497)
On changing the purpose of raising funds by issuing shares to specific objects and adding new raised investment projects
Notice
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.
Jiangxi Fushine Pharmaceutical Co.Ltd(300497) (hereinafter referred to as "the company") convened the 27th meeting of the third board of directors and the 20th meeting of the third board of supervisors on January 6, 2022, and deliberated and adopted the proposal on changing the purpose of raising funds by issuing shares to specific objects and adding raised investment projects. On the premise of comprehensive consideration of the company's overall development strategy and capacity layout, in order to ensure the efficient use of the raised funds, the company plans to change some shares to specific objects to raise funds for the construction of "10000 ton VC and 2000 ton FEC projects".
According to the provisions of relevant laws and regulations such as the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange, this matter shall be submitted to the general meeting of shareholders for deliberation. This item does not constitute a connected transaction, nor does it belong to the major asset reorganization specified in the measures for the administration of major asset reorganization of listed companies. The relevant information is hereby announced as follows:
1、 Basic information of raising funds by issuing shares to specific objects
With the approval of the approval on the registration of Jiangxi Fushine Pharmaceutical Co.Ltd(300497) issuing shares to specific objects (zjxk [2020] No. 3231) issued by the China Securities Regulatory Commission, the company issues shares to specific objects
79191640 general shares (A shares), with a par value of 1.00 yuan per share and an issue price of 12.68 yuan / share, raised funds in total
1004149995.20 yuan, after deducting 10000000.00 yuan of sponsor underwriting issuance expenses and 2785933.52 yuan of other external expenses directly related to the issuance of equity securities, the net amount of funds actually raised is RMB
991364061.67 yuan. The above raised funds were in place on December 31, 2020 and approved by Lixin Certified Public Accountants (special)
Special general partnership) and issued the capital verification report xksbz [2021] No. zf10008, which has been fully deposited
Put it in the special account for raised funds.
2、 Original project plan and actual investment
As of December 31, 2021, the investment projects and use of the funds raised by issuing shares to specific objects
The situation is as follows:
Unit: 10000 yuan
Sequence estimated investment raised funds raised funds raised funds accumulated unused raising number implementation subject project name total proposed investment amount proposed net planned investment amount implementation progress raised funds (including interest income)
Jingdezhen Fuxiang biology
1 life science and technology Pharmaceutical Project 105382.0089000.0087721.4132912.83 under construction 55351.29 Co., Ltd
Annual output of 61662372100
Weifang Aotong pharmaceutical ton Nawei Zhongyuan (including signed and completed)
The equipment paid in Batan of 5321.78 tons has not been put into operation under the contract between 2 Industries Co., Ltd. and 90015000.0011415.0011415.00
Intermediate project (balance payment)
Total 120382.00100415.0099136.4139150.04-60673.07
3、 Reasons for changing the purpose of raising funds by issuing shares to specific objects and adding raised investment projects
Since its establishment, the company has been continuously improving and developing around the industrial chain, adhering to the "pharmaceutical intermediates - APIs -
"Preparation" development strategy. While consolidating its main business, the company actively relies on the quality assurance formed by years of experience in the pharmaceutical industry
Capacity of quantity management and EHS management, solid process development and high standard large-scale production and manufacturing capacity, continuous tracking
Market and industry development trends to seek new opportunities in line with the company's strategic development.
On the premise of comprehensively considering the company's overall development strategy and capacity layout, in order to ensure that the raised funds can obtain investment as soon as possible
Benefit, improve the use efficiency of raised funds and grasp the opportunity of product development. The company plans to issue shares to specific objects
Part of the raised funds of the investment project "Fuxiang biomedical project" is 239057200 yuan and used to issue shares to specific objects
The savings raised from the project of "annual output of 616 tons of navir intermediate and 900 tons of Batan intermediate" are 5321.78 yuan
Million yuan, totaling 292.275 million yuan, for the construction of "10000 tons of VC and 2000 tons of FEC project per year" to ensure public security
The company has sustained and stable development in the medium and long term.
The investment projects of raised funds after this change are as follows:
Unit: 10000 yuan
Sequential fund raising
Project name of No. 1 implementing entity estimated total investment net investment (including interest income)
1 Jingdezhen Fuxiang life Fuxiang biomedical project 105382.0064358.40
Technology Co., Ltd
Weifang Aotong pharmaceutical has an annual output of 616 tons of navir intermediate and 900 tons. The project has been completed and put into operation. The 2 Co., Ltd. ton Batan intermediate project is 15000.00 yuan, and the actual use of the raised fund is 62.3721 million yuan
3 Jingdezhen Fuxiang life has an annual output of 10000 tons of VC and 2000 tons 32227.5029227.50
FEC project of Technology Co., Ltd
Total 99823.11
If the funds raised for the above projects are insufficient, the company shall continue to implement the construction with its own funds and self raised funds in accordance with the original project construction plan.
4、 Description of new raised investment projects
(i) Basic information and investment plan of the project
1. Project Name: 10000 t / a VC and 2000 t / a FEC project
2. Project implementation subject: Jingdezhen Fuxiang Life Technology Co., Ltd
3. Project implementation location: Jingdezhen high tech Zone, Jiangxi Province (south of Jingdezhen Power Plant)
4. Project construction period: 12 months
5. Project investment amount: the total investment is 322.275 million yuan, including construction investment of 292.275 million yuan and initial working capital of 30 million yuan.
6. Source of funds: part of the raised funds and balance raised funds changed this time
7. Project construction content: new production workshop, utility building, warehouse, comprehensive auxiliary building, regional control room, tank farm, plant general layout and plant comprehensive pipeline, etc.
（2） Basic information of project implementation subject
1. Project unit: Jingdezhen Fuxiang Life Technology Co., Ltd
2. Legal representative: Bao Jianhua
3. Registered capital: 100 million yuan only
4. Business term: long term
5. Business scope: general items: biomedical technology development, technical consultation, technology transfer, technical services: Manufacture and sales of tablets, injections and APIs (operated with drug production and operation license): Manufacture and sales of pharmaceutical intermediates and chemical raw materials (excluding hazardous chemicals); Operate import and export business (in addition to licensing business, it can independently operate projects not prohibited or restricted by laws and regulations).
6. Shareholders: Jiangxi Fushine Pharmaceutical Co.Ltd(300497) , holding 100%
7. Financial status: Jingdezhen Fuxiang was established in April 2020. At present, it is in the construction period and has not yet carried out business. （3） Project feasibility analysis
1. Project construction background and feasibility
(1) Broad market prospects
In the first half of 2021, led by the goal of "carbon peak and carbon neutralization", the national lithium-ion battery industry achieved rapid growth, continuously improved product quality and process technology, and the overall development trend of the industry was good. The new energy vehicle industry development plan (2021-2035) specifies that by 2025, the sales of new energy vehicles will reach about 20% of the total sales of new vehicles. Many provinces and cities in China have made new material industry plans in line with their own regional development, and the industry has ushered in a new stage of development. According to the data of China Automobile Industry Association, the cumulative sales volume of Shanxi Guoxin Energy Corporation Limited(600617) passenger cars in the first half of 2021 was 1.206 million, a year-on-year increase of 201.5%. With the huge market demand and good development prospect of new energy vehicles and lithium-ion battery industry, the market demand of vinyl carbonate (VC), fluorovinyl carbonate (FEC) and other products will increase simultaneously, and the industrial development prospect is broad.
(2) In line with national policy direction
As the key materials of lithium battery, CEC (vinyl chloride carbonate), VC (ethylene carbonate) and FEC (vinyl fluoride carbonate) are one of the most front-end basic materials in the lithium new energy industry chain. Their production process can fully realize the resource utilization of waste heat of power plant, and industrial waste salt can be recycled and comprehensively utilized by using advanced technology and equipment. Therefore, the project complies with the national 14th five year plan, the 14th five year plan for circular economy development, the 14th five year plan of Jiangxi Province and relevant industrial policies, and belongs to the encouraged projects in the Guiding Catalogue for industrial structure adjustment (2019 version).
(3) The company has a good foundation for project implementation
Since its establishment, the company has always attached importance to the innovation of product production technology and the improvement and optimization of process. Focusing on the core processes such as green substitution of reactants, optimization of reaction process, simplification of reaction operation and fine control of reaction conditions, after years of continuous exploration, R & D and repeated experiments, the company has developed large tonnage one pot production technology, catalytic oxidation reaction technology, chiral synthesis technology Cleaner production technology and other technical processes have effectively overcome the shortcomings of traditional technologies and processes. Therefore, the company has rich chemical synthesis technology advantages and industry experience. At present, the company has established the core team of the project, and the relevant preparations for the early construction of the project are advancing in an orderly manner. Based on the company's efficient implementation ability in the promotion of past projects and the market sales ability formed over the years. Once the relevant administrative procedures of the project are completed, the company can quickly promote the project construction according to the project plan, so as to put the project into operation as soon as possible.
(4) The needs of the company's strategic development planning
The company has always focused on the R & D, production and sales of high-end antibiotic APIs and intermediates and antiviral drug intermediates, adhered to the integrated development strategy of "pharmaceutical intermediates - APIs - preparations", and achieved good results. Considering the uncertain impact of the epidemic situation and relevant national policies, the company combines its own advantageous resources, complies with the industrial development trend and expands the company's product varieties, which is the practical need to improve the company's strategic development planning, improve the company's anti risk ability and profitability, and promote the company's sustainable development.
To sum up, the construction of the project has good market demand, complies with relevant national industrial policies, is feasible in terms of technology, personnel and production, and has obvious economic and social benefits. Therefore, the construction of the project is necessary and feasible.
2. Project land and project filing
The project is located in Jiangxi Jingdezhen high tech Zone (south of Jingdezhen Power Plant), with a land area of about 300 mu in the plant. The project has obtained the notice on filing of enterprise investment projects in Jiangxi Province issued by the science and Technology Development Bureau of the Management Committee of Jingdezhen high tech Development Zone. At present, the EIA procedures of the project are still being handled.
3. Risks faced by project implementation and Countermeasures
(1) Risk of market demand fluctuation and intensified competition
