Chengxin Lithium Group Co.Ltd(002240)
Special report on the use of previously 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.
In accordance with the provisions of the China Securities Regulatory Commission on the report on the use of the previously raised funds (Zheng Jian FA FA Zi [2007] No. 500), the board of directors of Chengxin Lithium Group Co.Ltd(002240) (hereinafter referred to as the “company”) has prepared the special report on the use of the previously raised funds as of December 31, 2021, with the specific contents as follows:
1、 Previous fund raising
(I) amount of funds raised in the previous time and time of funds in place
1. Funds raised from non-public offering in 2017
On September 18, 2017, the company was approved to issue 44639457 RMB ordinary shares to specific objects with a par value of 1.00 yuan per share, an issue price of 14.75 yuan per share and a total raised capital of 65843199075 yuan, with the approval of the reply on Approving the non-public development of shares of Guangdong Weihua Co., Ltd. (zjxk [2017] No. 1650) issued by the China Securities Regulatory Commission, After deducting the issuance expenses of RMB 1093469271, the net amount of raised funds is RMB 64749729804. The above raised funds were remitted to the special account for raised funds of the company on November 1, 2017, which has been verified by Ruihua Certified Public Accountants (special general partnership) and issued the capital verification report (rhyz [2017] No. 48120016).
2. Non public offering of shares to purchase assets in 2019
With the approval of the reply on approving Guangdong Weihua Co., Ltd. to issue shares to Shenzhen shengtun Group Co., Ltd. to purchase assets and raise supporting funds, the company issued 3629458 shares to Shenzhen shengtun Group Co., Ltd., 8586525 shares to Fujian shengtun Trade Co., Ltd Issued 35667107 shares to Fujian Huamin import and Export Co., Ltd., 35997357 shares to Shenzhen Qianhai Ruize No. 13 investment partnership (limited partnership), 35340158 shares to Sichuan development Guorui Mining Investment Co., Ltd., and 2642007 shares to Xinjiang Dongfang Changfeng equity investment partnership (limited partnership), A total of 121862612 shares were issued to purchase Sichuan shengtun lithium Co., Ltd. (hereinafter referred to as “shengtun lithium”)
Tun lithium Co., Ltd.) has 100% equity. On November 22, 2019, Asia Pacific (Group) Certified Public Accountants (special general partnership) verified the newly increased registered capital and paid in capital of the assets purchased by issuing shares, and issued the capital verification report (Yahui B Yan Zi (2019) No. 0108). This transaction is priced at 922.5 million yuan, and the consideration is paid through the issuance of the above shares.
This non-public offering is to issue shares to purchase assets, without raising monetary funds, and does not involve the arrival time of the raised funds and the deposit and use of the funds in the special account.
3. Supporting funds raised through asset restructuring in 2020
With the approval of the reply on approving Guangdong Weihua Co., Ltd. to issue shares to Shenzhen shengtun Group Co., Ltd. to purchase assets and raise supporting funds (zjxk [2019] No. 2139) issued by the China Securities Regulatory Commission, the company implemented the non-public offering of shares for restructuring and raising supporting funds, and the actual number of shares issued by non-public offering of supporting funds was 86727989 shares, The total amount of raised funds is 6599999629 yuan. After deducting the underwriting expenses of 647150030 yuan and other issuance expenses of 552849970 yuan related to this issuance, the net amount of raised funds is 6479999629 yuan, which was deposited into the special account for raised funds of the company on March 20, 2020. The funds raised from the above new share issuance have been verified by the capital verification report “Yahui a Yan Zi (2020) No. 0007” issued by Asia Pacific (Group) accounting firm (special general partnership) on March 23, 2020.
4. Funds raised from non-public offering in 2020
According to the approval of the reply on the approval of Shenzhen Chengxin Lithium Group Co.Ltd(002240) non-public Development Bank shares (zjxk [2020] No. 3583) issued by China Securities Regulatory Commission, the company issued 114595897 ordinary shares to specific objects, with a par value of 1.00 yuan per share and an issue price of 8.29 yuan / share. The total amount of funds raised was 9499998613 yuan, after deducting the issuance expenses of 610810934 yuan, The net amount of raised funds is 94389187679 yuan. The above-mentioned raised funds were remitted to the special account for raised funds of the company on July 22, 2021, which has been verified by Daxin Certified Public Accountants (special general partnership) and issued the capital verification report (dxyz [2021] No. 200040).
(II) deposit of the special account for the previously raised funds
As of December 31, 2021, the deposit of the previously raised funds is listed as follows:
1. Funds raised from non-public offering in 2017
Account name account number of opening bank initial deposit amount account balance (yuan) (yuan)
China China Minsheng Banking Corp.Ltd(600016) Co., Ltd. has 6061031071439429804 cancelled accounts limited to Shenzhen Branch
Zhuhai China Resources Bank Co., Ltd. has 213223952611 Shenzhen Properties & Resources Development (Group) Ltd(000011) 4000000000 shares, which have been closed to Shenzhen Branch of Guangdong Weihua Stock Co., Ltd
Share Co., Ltd. Industrial Bank Co.Ltd(601166) Co., Ltd. 33815010010005007423355 Shanghai Pudong Development Bank Co.Ltd(600000) closed account company Shenzhen Shekou sub branch
Bank Of Ningbo Co.Ltd(002142) Co., Ltd. 7 Jiangsu Yangdian Science & Technology Co.Ltd(301012) 2001499413130000000000 closed account division Shenzhen Branch
China Agricultural Bank Of China Limited(601288) Co., Ltd. has 22205001040003775 – has been closed to Mianzhu sub branch of Sichuan Zhiyuan lithium Co., Ltd
Industry Co., Ltd. China Citic Bank Corporation Limited(601998) Co., Ltd. 8111001013800418638 – closed account division Chengdu Wuhou sub branch
Jiangxi wanhonggao Bank Of China Limited(601988) Co., Ltd. 194739508959 – Ji’an branch of new technical materials department closed
Co., Ltd. China Citic Bank Corporation Limited(601998) Co., Ltd. 811570112 Hebei Sailhero Environmental Protection High-Tech Co.Ltd(300137) 976 – closed account division Nanchang Branch
Total 64749729804
2. Supporting funds raised through asset restructuring in 2020
Account name account no. of deposit bank initial deposit amount account balance (yuan) (10000 yuan)
Chengxin Lithium Group Co.Ltd(002240) Ji Bank Of China Limited(601988) Co., Ltd. 7432733739753052849599 closed Account Group Co., Ltd. Shenzhen Vientiane sub branch
Company Industrial Bank Co.Ltd(601166) Co., Ltd. 3381 Shanghai Kaytune Industrial Co.Ltd(301001) 0011672412000000000 has been closed to Shenzhen Houhai sub branch
Suining Bank Co., Ltd. 5003350500012 – closed account of Sichuan shengtun lithium company Deyang Branch
Company Limited Industrial Bank Co.Ltd(601166) Co., Ltd. closed account division Chengdu Qingyang sub branch 4312101001 Beijing Shougang Co.Ltd(000959) 22-
Jinchuan oynoaba Rural Credit Union
Mining Co., Ltd. jinchuanxin 8652012 China Vanke Co.Ltd(000002) 4895 – closed company
Total 65052849599
3. 2020 funds raised from non-public offering
Account name account no. of deposit bank initial deposit amount account balance (yuan) (10000 yuan)
Chengxin Lithium Group Co.Ltd(002240) Ji China Citic Bank Corporation Limited(601998) Co., Ltd. 81149010125001621455000000000 closed Account Group Co., Ltd. Xiamen Branch
China China Construction Bank Corporation(601939) shares of the company have 35150198160100 Zhejiang Wanma Co.Ltd(002276) 10000000000, and the account has been closed to Xiamen Xiahe sub branch of the company
China China Everbright Bank Company Limited Co.Ltd(601818) Shenzhen Branch 390201808051916 Tangshan Port Group Co.Ltd(601000) 0000000 closed bank
Industrial Bank Co.Ltd(601166) Co., Ltd. 3381 Shanghai Kaytune Industrial Co.Ltd(301001) 7601810000000000 closed account company Shenzhen Branch
Bank Of China Limited(601988) Co., Ltd. 1199224598883000000000 closed account Si Shuangliu Branch
Bank Of China Limited(601988) Co., Ltd. 76537495921556399898613 closed account division Shenzhen Vientiane sub branch
Total 943998613
2、 Actual use of the previously raised funds
1. Funds raised from non-public offering in 2017
For details, please refer to Appendix 1 comparison table of the use of funds raised last time (funds raised by non-public development banks in 2017).
2. Non public offering of shares to purchase assets in 2019
For details, see Annex 2 comparison table of the use of the previously raised funds (assets purchased by non-public development banks in 2019).
3. Supporting funds raised through asset restructuring in 2020
For details, see Annex 3 comparison table of the use of the previously raised funds (supporting funds raised by asset restructuring in 2020) of this report.
4. Funds raised from non-public offering in 2020
For details, see Annex 4 comparison table of the use of funds raised in the previous time (funds raised by non-public development banks in 2020).
3、 Changes in raised funds
(I) details of the change of the investment project with raised funds
1. Funds raised from non-public offering in 2017
The 13th meeting of the 6th board of directors held on February 27, 2018 and the first (extraordinary) general meeting of shareholders held on March 15, 2018 considered and approved the proposal on changing the purpose of some raised funds. Due to the strong demand of lithium salt industry, the large fluctuation of rare earth product price, the increased operational risk, the investment capital gap of the original minority shareholders of Zhiyuan lithium industry and the project investment amount exceeding the expectation, It is agreed that the company will optimize and adjust the investment in the “construction and upgrading project of annual comprehensive recycling 10000 tons of waste magnetic material production line”, one of the investment projects funded by non-public offering of shares in 2016, Part of the raised funds of 138912800 yuan that have not been invested in the project will be used for another raised investment project of this non-public offering of shares: “the project with an annual output of 20000 tons of lithium chloride, 10000 tons of battery grade lithium hydroxide monohydrate and 10000 tons of battery grade lithium carbonate”. The amount of this change of purpose accounts for 21.45% of the total raised funds, For details, see the announcement on changing the purpose of some raised funds (Announcement No.: 2018023) disclosed by the company on February 28, 2018.
The 33rd meeting of the 6th board of directors held on July 23, 2019
