Securities code: Changhong Meiling Co.Ltd(000521) , 200521 securities abbreviation: Changhong Meiling Co.Ltd(000521) , hongmeiling B Announcement No.: 2022022 Changhong Meiling Co.Ltd(000521)
Announcement on the closing of investment projects with the remaining raised funds and permanent replenishment of working capital with the remaining 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.
Changhong Meiling Co.Ltd(000521) (hereinafter referred to as “the company”, “the company” or ” Changhong Meiling Co.Ltd(000521) “) held the 16th meeting of the 10th board of directors and the 13th meeting of the 10th board of supervisors on March 29, 2022, deliberated and adopted the proposal on closing the remaining investment projects with raised funds and permanently replenishing the surplus raised funds with working capital, It is agreed that the company will conclude the remaining “intelligent manufacturing construction project” and the sub project “intelligent R & D management platform construction” of the “intelligent R & D capacity construction and intelligent home appliance technology new product development project” (hereinafter referred to as “intelligent R & D project”) in the investment project raised by non-public offering of shares in 2016, The surplus raised funds of 4566562117 yuan as of December 31, 2021 (the final amount shall be subject to the balance of bank interest settlement on the day of fund transfer out), as well as the balance formed by the difference between interest income and handling fee generated before the cancellation of the special account for follow-up raised funds, will be used to permanently supplement the working capital of the company for the daily operation and business development of the company. The relevant information is hereby announced as follows:
1、 Basic information of raised funds
The company successfully issued 280858676 RMB ordinary shares (A shares) to seven specific investors including Sichuan Changhong Electric Co.Ltd(600839) (hereinafter referred to as ” Sichuan Changhong Electric Co.Ltd(600839) “) in October 2016, which were approved by the general meeting of shareholders of the company and the reply on Approving the non-public development of shares of Hefei Meiling Co., Ltd. (zjxk [2016] No. 1396) of China Securities Regulatory Commission, The par value of each share is 1.00 yuan and the issue price of each share is 5.59 yuan. According to xyzh / 2016cda40272 capital verification report issued by ShineWing Certified Public Accountants (special general partnership), the total amount of funds raised in this issuance is 15699999884 yuan, after deducting 2926727608 yuan of issuance expenses (including tax), the net amount of funds raised is 154073272276 yuan.
According to the company’s plan for non-public development of A-Shares and the use and investment direction and arrangement of the raised funds approved by the general meeting of shareholders, as of December 31, 2021, the actual use of the raised funds in the investment project of the raised funds from the non-public offering of shares is as follows:
Unit: Yuan
Total amount of investment after adjustment (as of December 31, 2021 (including financial income and deposit interest income)
1 intelligent manufacturing construction project 3910000 China International Marine Containers (Group) Co.Ltd(000039) 10000 Shenzhen Capstone Industrial Co.Ltd(000038) 5768032634886662369
1.1 including: Intelligent Manufacturing (271000 China Vanke Co.Ltd(000002) 71000 China Vanke Co.Ltd(000002) 710000 China International Marine Containers (Group) Co.Ltd(000039) 25253393)
Annual output of 2 million washing machines
1.2 machine production base project (phase II, 12000000000, 12000000000, 11476803263, 961408976)
2 intelligent R & D project 559000 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 81886584764681055 Ourpalm Co.Ltd(300315) 81201958
3 Smart Life Project 320000 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 50016 Shenzhen Textile (Holdings) Co.Ltd(000045) 00160000 0
4 supplementary working capital 270732722762707327227627088006377 0
Total 1540732722761188620907521169755226436467864327
Note: 1 According to the use plan of various projects in the later stage of the company’s fund-raising, the company has “supplemented” on November 18, 2016
The remaining funds and interests in the “working capital replenishment project” account are fully withdrawn at 27214733985 yuan to supplement the working capital of the company
After the withdrawal of funds, the account of “supplementary working capital project” was cancelled.
2. After the 24th Meeting of the 9th board of directors, the 13th meeting of the 9th board of supervisors and the second meeting in 2019
The resolution of the extraordinary general meeting of shareholders agreed that the company would invest the funds raised by non-public offering of shares in 2016 in the project of “intelligent manufacturing”
The sub project of the construction project “construction project of an annual increase of Shanghai Pudong Development Bank Co.Ltd(600000) Taichung large volume environmental protection and energy-saving freezer intelligent production line” is not used
The raised capital of 120 million yuan was changed into the “production base project with an annual output of 2 million washing machines (phase II)”; Agree company
Terminate the implementation of the “Smart Life Project” and use the remaining proceeds of the project, such as raised funds and financial interest, for permanent supplementary liquidity
Funds.
The company has transferred the “Smart Life Project” account on July 26, August 19 and October 11, 2019 respectively
The remaining raised funds and interest income totaled 30584305127 yuan, which was withdrawn to permanently supplement the company’s working capital. After extraction,
The remaining capital of the special account for raised funds is 0 yuan, and the account has been cancelled. At the same time, the company has put the project implementation subject Changmei technology
The company shall be liquidated and cancelled.
3. The 33rd meeting of the ninth board of directors, the 17th meeting of the ninth board of supervisors and the first interim meeting in 2020
At that time, the resolution of the general meeting of shareholders agreed that the company would close part of the “intelligent R & D project” and raise the savings corresponding to the closed part
The fund-raising fund will permanently supplement the working capital. The company has deducted the reservation from the “intelligent R & D project” account on January 15, 2020
The remaining raised funds, financial management and interest income after the final payment of the contract and the quality assurance deposit totaled 12676636264 yuan, which was withdrawn for permanent use
Replenish the company’s working capital for a long time. After withdrawal, the remaining funds raised in the special account for raised funds will continue to be used to promote “intelligent R & D projects”
The construction of the unfinished sub project “construction of intelligent R & D management platform” (other sub projects have been closed) and the payment contract
Balance payment and warranty deposit.
2、 Utilization of raised funds and reasons for savings of the project invested with raised funds closed this time
(I) use of the special account for the raised funds of the raised investment project settled this time
As of December 31, 2021, the remaining raised investment projects are “intelligent manufacturing construction project” and “intelligent research project”
The sub project “construction of intelligent R & D management platform” of “development project” has been completed and has reached the predetermined usable state.
At the same time, the special account for raised funds generated certain interest income during the storage period, and the specific fund use and savings
Unit: Yuan
Balance of raised funds account
Subtotal of total project investment, accumulated investment amount, contract balance to be paid, financial management income and deposit (5) = (3) (1) (2) quality assurance deposit (3) interest income (4) + (4)
1. Intelligent manufacturing construction 3910000 Shenzhen Capstone Industrial Co.Ltd(000038) 57680326352319673743634656324886662369 project
1.1 intelligent manufacturing 271000 China Vanke Co.Ltd(000002) 7100000000 – 39252533933925253393 (Hefei) project
1.2 washing machine production 120000 Ping An Bank Co.Ltd(000001) 1476803263523196737438212239961408976 base project
2. Intelligent R & D project 481886584764681055 Xinjiang Tianshan Animal Husbandry Bio-Engineering Co.Ltd(300313) 781054732030964851581201958
Total 190130221045665621176467864327
The company plans to close the above-mentioned remaining equity investment projects. After that, the company will raise shares through non-public offering in 2016
All capital investment projects will be completed. As of December 31, 2021, the above-mentioned raised investment projects have not been completed yet
Part of the contract price and warranty deposit of 1901302210 yuan were not paid, mainly because of a small number of infrastructure projects
There is great uncertainty in the completion time of final accounts audit, and the payment time cycle of some contract funds and quality assurance deposit is long
To. The balance of the project invested by raising funds is 4566562117 yuan (the actual amount is based on the balance of the special account on the day when the funds are transferred out)
Subject to the amount), all of which are the financial management income and deposit interest income of the raised capital account.
(II) main reasons for savings of raised investment projects
The savings of raised investment projects are mainly due to the company’s reasonable arrangement for the use of raised funds and the approval of the board of directors and shareholders
Within the scope approved by the board of directors, obtain financial income by purchasing appropriate financial products, and raise funds in the bank
The deposit interest obtained from regular deposit maximizes the efficiency of fund use. The surplus funds are mainly financial income
And deposit interest income.
3、 Notes on permanent replenishment of working capital with surplus raised funds
1. According to the guidelines for the supervision of listed companies No. 2 – supervision of the management and use of raised funds by listed companies
Requirements (revised in 2022), listing rules of Shenzhen Stock Exchange, listing requirements of Shenzhen Stock Exchange
The company’s self regulatory guidelines No. 1 – standardized operation of listed companies on the main board and the company’s management system for raised funds
According to the relevant provisions on the management of raised funds in the, the company’s investment of funds raised by non-public offering of shares in 2016
The project has been fully completed and has reached the expected usable state, and the unpaid contract balance and quality assurance deposit
The payment period is long, and at present, the company has no other projects suitable for using the raised funds. To improve
The use efficiency of raised funds, reduce the company’s financial expenses, improve the company’s economic benefits and meet the company’s production and economic needs
To meet the needs of business and maximize the interests of shareholders, the company plans to save the remaining raised investment projects as of December 31, 2021
The remaining raised fund is 4566562117 yuan (including deposit interest income of 443296036 yuan and bank financial management)
The due income of the product is 4123266081 yuan) and the interest settled later (the specific amount is based on the transfer out of funds)
The actual balance of the daily special account after deducting the reserved contract balance and quality guarantee deposit) shall be used to permanently supplement the company’s liquidity
Funds. After the surplus raised funds permanently supplement the working capital, the company will still keep the raised funds for special use