Securities code: 688151 securities abbreviation: Huaqiang technology Announcement No.: 2022018 Hubei Huaqiang Technology Co., Ltd
Announcement on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses
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 legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Hubei Huaqiang Technology Co., Ltd. (hereinafter referred to as “the company”) used the raised funds to replace the self raised funds invested in the raised investment projects in advance and paid the issuance expenses, with a total amount of RMB 2991299166. This replacement complies with the provisions of replacement within 6 months after the arrival of the raised funds.
1、 Basic information of raised funds
With the approval of the reply on Approving the registration of initial public offering of Hubei Huaqiang Technology Co., Ltd. (zjxk [2021] No. 3368) issued by the China Securities Regulatory Commission, the company issued 86206200 ordinary shares (A shares) in the form of public offering, with an issue price of 35.09 yuan per share. As of December 1, 2021, the company has actually issued 862062 million RMB common shares (A shares) to the public, and the total amount of funds raised is 302497555800 yuan. After deducting 21282473799 yuan of underwriting fees, recommendation fees, audit fees, lawyer fees, information disclosure and other issuance expenses (excluding value-added tax), the net amount of funds actually raised is 281215082001 yuan. The availability of the above funds has been verified by Daxin Certified Public Accountants (special general partnership) and a capital verification report of Daxin Yan Zi [2021] No. 110041 has been issued.
2、 Investment projects committed to raising funds in issuance application documents
According to the prospectus of Hubei Huaqiang Technology Co., Ltd. for initial public offering and listing on the science and innovation board, the investment projects and use plans of the funds raised by the company’s initial public offering are as follows:
Unit: RMB
Sequence project name total investment amount of the project proposed amount of raised capital investment No
1. Industrial 772000 Shenzhen Quanxinhao Co.Ltd(000007) 7200000000 production base project of new nuclear, biochemical and emergency rescue protective equipment
2. Construction project of R & D platform for new nuclear, biological and chemical protection basic materials 35300000000
3 informatization (data driven intelligent enterprise) construction project of 9920000000
4. Supplementary working capital: 50000000000
Total 1724200000000
3、 Investment projects invested with raised funds in advance with self raised funds and paid issuance expenses
As of December 31, 2021, the company invested 1394318033 yuan in the above-mentioned projects with self raised funds in advance, and paid 1596981133 yuan of issuance expenses with self raised funds in advance. The company plans to use the raised funds totaling 2991299166 yuan to replace the self raised funds invested in the raised projects and paid issuance expenses in advance. For this matter, Daxin Certified Public Accountants (special general partnership) has issued the audit report of Hubei Huaqiang Technology Co., Ltd. exchanging the raised funds for the self raised funds invested in the raised projects and paid issuance expenses (Daxin zhuanshen Zi [2022] No. 101242).
The amount of self raised funds invested by the company in advance with raised funds is 1394318033. The details are as follows:
Unit: RMB
Sequence item name self raised fund advance investment amount current replacement amount No
1. Industrialization of new nuclear, biochemical and emergency rescue protective equipment 484485700484485700 production base project
2. 69803000 project of R & D platform for new nuclear, biological and chemical protection basic materials
3 informatization (data driven intelligent enterprise) construction 84 Beijing Emerging Eastern Aviation Equipment Co.Ltd(002933) 384 Beijing Emerging Eastern Aviation Equipment Co.Ltd(002933) 3 project
Total 1394318033
The amount of self raised funds raised by the company to replace the paid issuance expenses with the raised funds is 1596981133, as follows:
Unit: RMB
No. item name self raised fund payment amount current replacement amount (excluding tax)
1. Underwriting and recommendation fee 28301887
2. Attorney fees 382075472
3. Accountant fees 707547170707547170
4. Information disclosure fee 415094340
5. Issuance fees and other expenses 63962264
Total 1596981133
4、 Review procedures for the replacement of raised funds
The company held the 15th meeting of the first board of directors and the 7th Meeting of the first board of supervisors on March 25, 2022. The proposal on using raised funds to replace self raised funds invested in pre raised projects and paid issuance expenses was deliberated and adopted respectively. It was agreed to use raised funds to replace self raised funds invested in pre raised projects and paid issuance expenses, with a total amount of RMB 2991299166.
The above matters are within the approval authority of the board of directors of the company and do not need to be submitted to the general meeting of shareholders for deliberation. The replacement time of the raised funds is less than 6 months from the arrival time of the raised funds, and the relevant approval procedures comply with the requirements of laws and regulations such as the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies and the company’s raised funds management system. The independent directors of the company have expressed clear consent to this matter.
5、 Description of special opinions
(I) opinions of independent directors
The independent directors believe that the company’s use of the raised funds to replace the self raised funds invested in the raised investment projects in advance and paid the issuance expenses does not affect the normal implementation of the raised investment projects, nor does it change the investment direction of the raised funds in a disguised manner, and the replacement does not damage the interests of the company and all shareholders, especially the minority shareholders. The replacement time shall comply with the provisions of replacement within 6 months after the arrival of the raised funds, and the contents and procedures shall comply with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies, the management system of the raised funds of Hubei Huaqiang Technology Co., Ltd. and other relevant laws, regulations and systems.
To sum up, all independent directors agree to the proposal on using raised funds to replace self raised funds invested in raised investment projects in advance and paid issuance expenses.
(II) opinions of the board of supervisors
The board of supervisors believes that the company’s use of the raised funds to replace the self raised funds invested in the raised investment projects in advance and the issuance expenses paid will not affect the normal progress of the company’s investment projects of the raised funds, and there is no change in the investment direction of the raised funds. The replacement time is less than 6 months from the arrival time of the raised funds, and the contents and procedures comply with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of the raised funds of listed companies Relevant laws and regulations such as the Listing Rules of Shanghai Stock Exchange’s Kechuang board and the self regulatory guidelines for listed companies on Shanghai Stock Exchange’s Kechuang board No. 1 – standardized operation, as well as the provisions of the articles of association and the company’s management system for raised funds. The board of supervisors of the company agreed and passed the proposal on using the raised funds to replace the self raised funds invested in the raised investment projects in advance and the paid issuance expenses.
(III) opinions of accounting firm
Daxin Certified Public Accountants (special general partnership) reviewed the above self raised funds of the company for the pre invested projects and paid issuance expenses with raised funds, and issued the audit report of Hubei Huaqiang Technology Co., Ltd. for the self raised funds invested projects and paid issuance expenses with raised funds (Daxin zhuanshen Zi [2022] No. 101242).
In the opinion of the accountant, the special statement of self raised funds prepared by the company to replace the projects invested in the raised funds and the paid issuance expenses with the raised funds complies with the relevant provisions and fairly reflects the actual situation of pre invested projects invested in the raised funds and paid issuance expenses with the self raised funds as of December 31, 2021 in all major aspects.
(IV) special verification opinions of the recommendation institution
After verification, the sponsor believes that the time for the company to use the raised funds to replace the self raised funds invested in the investment projects of the raised funds in advance and paid the issuance expenses is less than 6 months from the time of the arrival of the raised funds. The matter has been deliberated and approved by the board of directors and the board of supervisors of the company, the independent director has issued an independent opinion with explicit consent, and Daxin Certified Public Accountants (special general partnership) has issued a special assurance report, Necessary procedures have been performed. The replacement of the raised funds of the company complies with the relevant provisions of the Listing Rules of shares on the science and Innovation Board of Shanghai Stock Exchange, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies, and the guidelines for the application of self-discipline supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation. The use of raised funds does not conflict with the implementation plan of the investment project with raised funds, does not affect the normal progress of the investment project with raised funds, and there is no change or disguised change in the investment direction of raised funds and damage the interests of shareholders.
In conclusion, the recommendation institution has no objection to the company’s use of the raised funds to replace the self raised funds invested in the raised investment projects in advance and the issuance expenses paid.
6、 Online announcement document
(I) audit report of Hubei Huaqiang Technology Co., Ltd. replacing self raised funds invested in raised funds projects and paid issuance expenses with raised funds issued by Daxin Certified Public Accountants (special general partnership);
(II) independent opinions of independent directors of Hubei Huaqiang Technology Co., Ltd. on matters related to the 15th meeting of the first board of directors;
(III) verification opinions of Huatai United Securities Co., Ltd. on the use of raised funds by Hubei Huaqiang Technology Co., Ltd. to replace self raised funds invested in raised projects in advance and paid issuance expenses.
It is hereby announced.
Board of directors of Hubei Huaqiang Technology Co., Ltd. March 29, 2022