Securities code: Sichuan Huiyu Pharmaceutical Co.Ltd(688553) securities abbreviation: Sichuan Huiyu Pharmaceutical Co.Ltd(688553) Announcement No.: 2022019 Sichuan Huiyu Pharmaceutical Co.Ltd(688553)
Announcement on using some over raised funds to permanently supplement working capital
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.
Sichuan Huiyu Pharmaceutical Co.Ltd(688553) (hereinafter referred to as "the company") held the 22nd Meeting of the first board of directors and the 13th meeting of the first board of supervisors on April 6, 2022. The meeting deliberated and adopted the proposal on using some over raised funds to permanently supplement working capital. In order to meet the demand for working capital and improve the use efficiency of raised funds, the company agreed to use some over raised funds of RMB 135 million to permanently supplement working capital. The permanent replenishment of working capital by some over raised funds will not affect the capital demand for the construction of investment projects with raised funds. The company will not make high-risk investment or provide financial assistance to others within 12 months after the permanent replenishment of working capital. The independent directors of the company expressed their independent opinions on the matter, and the company's sponsor China Securities Co.Ltd(601066) issued clear verification opinions on the matter. This matter needs to be submitted to the general meeting of shareholders of the company for deliberation. The specific information is announced as follows:
1、 Basic information of raised funds
Upon examination and approval by the Listing Committee of the science and Innovation Board of Shanghai Stock Exchange on May 26, 2021, and approval of registration of Sichuan Huiyu Pharmaceutical Co.Ltd(688553) initial public offering (zjxk [2021] No. 2596) by the China Securities Regulatory Commission on August 3, 2021, Sichuan Huiyu Pharmaceutical Co.Ltd(688553) publicly issued 63 Shanghai Pudong Development Bank Co.Ltd(600000) RMB common shares (A shares) to the public at an issue price of 38.87 yuan / share, The total amount of funds raised in this offering is 2472132000 yuan, after deducting the relevant issuance expenses of 111457200 yuan, the net amount of funds raised is 2360674800 yuan. Tianjian Certified Public Accountants (special general partnership) verified the availability of funds for this offering on October 19, 2021 and issued the capital verification report numbered tianjianyan [2021] No. 11-44. In accordance with relevant laws and regulations and the requirements of the measures for the administration of raised funds of listed companies on Shanghai Stock Exchange (revised in 2013), the company has adopted a special account storage system for the raised funds, and all the funds have been placed in the special account for raised funds approved by the board of directors. The company has signed the relevant supervision agreement for raised funds with the recommendation institution and the commercial bank storing the raised funds.
2、 Investment projects with raised funds
The net amount of funds actually raised by the company from the public offering of shares is 2360674800 yuan, of which the amount of over raised funds is 453359800 yuan. The specific conditions of the company's investment projects with raised funds are as follows:
Total investment proposed to raise funds investment serial number project name
(10000 yuan) income (10000 yuan)
Huiyu EU standard injection industrialization base
1 (phase II) project 67941006794100
2. Construction project of Huiyu Innovative Drug Research Institute 4279050
3. Supplementary working capital project 80 China High-Speed Railway Technology Co.Ltd(000008) 000000
Total 19073150
3、 The plan of using part of the over raised funds to permanently supplement the working capital
On the premise of ensuring the capital demand for the construction of the raised funds project and the normal progress of the raised funds project, in order to meet the company's working capital demand, improve the use efficiency of the raised funds and safeguard the interests of listed companies and shareholders, In accordance with the relevant provisions of the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, the guidelines for the self discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation and the company's raised funds management system, and in combination with the company's actual production and operation needs and financial situation, the company plans to use part of the over raised funds to permanently supplement the working capital, Used for business activities related to the company's main business.
The total amount of over raised funds of the company is 4533598 million yuan. The amount to be used for permanent replenishment of working capital this time is 135 million yuan, accounting for 29.78% of the total amount of over raised funds. The company's accumulated use of over raised funds to permanently supplement working capital within the last 12 months does not exceed 30% of the total amount of over raised funds, and does not violate the relevant provisions of the CSRC and Shanghai Stock Exchange on the use of raised funds of listed companies.
4、 Relevant instructions and commitments
This time, the company uses part of the over raised funds to permanently supplement the working capital, which is conducive to improving the use efficiency of the raised funds, reducing the company's financial cost, meeting the company's business development needs, and will not affect the normal development of the company's investment projects with raised funds. The company promises that it will use part of the over raised funds to permanently supplement the working capital, which will only be used for the business activities related to the company's main business and will not affect the capital demand for the construction of raised investment projects; Do not make high-risk investment or provide financial assistance to others within 12 months after replenishing working capital.
5、 Review procedures and relevant comments
(I) deliberations of the board of directors and the board of supervisors
On April 6, 2022, the 22nd Meeting of the first board of directors and the 13th meeting of the first board of supervisors considered and approved the proposal on using part of the over raised funds to permanently supplement the working capital, and agreed that the company should use the over raised funds of 135 million yuan to permanently supplement the working capital. The independent directors of the company have expressed their independent opinions on the above matters. The use of some over raised funds to permanently supplement working capital needs to be submitted to the general meeting of shareholders for deliberation, and the online voting method is provided, which can be implemented after deliberation by the general meeting of shareholders.
(II) opinions of independent directors
The independent directors of the company believe that the company plans to use part of the over raised funds to permanently supplement the working capital without affecting the normal operation of the raised investment projects and the safety of the raised funds, which is conducive to improving the use efficiency of the raised funds and reducing the financial cost of the company. This matter complies with the provisions of relevant laws and regulations, normative documents and company systems, 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, the guidelines for the self-discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, and the company's management system for raised funds.
There is no case of changing the purpose of the raised funds in a disguised form and damaging the interests of the shareholders of the company, which is in line with the interests of the company and all shareholders.
Therefore, the independent directors agree that the company will use part of the over raised funds to permanently supplement the working capital. (III) opinions of the board of supervisors
The board of supervisors believes that the company plans to use part of the over raised funds to permanently supplement the working capital on the premise of ensuring the normal use of the funds required for the company's raised investment projects, which will not affect the normal operation of the company's raised investment projects and the normal development of daily business. There is no change or disguised change in the investment direction and purpose of the raised funds and damage to the interests of shareholders, The relevant examination and approval procedures comply with laws, regulations, normative documents and company systems 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, the Listing Rules of science and Innovation Board of Shanghai Stock Exchange, the guidelines for the self-discipline supervision of science and innovation board listed companies of Shanghai Stock Exchange No. 1 - standardized operation, and the company's management system for raised funds.
Therefore, the board of supervisors agreed to use part of the over raised funds to permanently supplement the working capital. (IV) verification opinions of the recommendation institution
After verification, the sponsor believes that the company's use of the over raised funds for permanent replenishment of working capital will help to improve the use efficiency of the raised funds, reduce the financial cost, will not affect the normal progress of the investment projects of the raised funds, there is no change in the investment direction of the raised funds and damage the interests of shareholders, and has been deliberated and approved by the board of directors and the board of supervisors of the company and agreed by the independent directors, and has performed the necessary procedures, It needs to be submitted to the general meeting of shareholders of the company for deliberation.
Sichuan Huiyu Pharmaceutical Co.Ltd(688553) the relevant deliberation procedures on the use of part of the over raised funds for permanent replenishment of working capital comply with the Listing Rules of 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, the guidelines for the supervision of listed companies on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, the measures for the continuous supervision of listed companies on the science and Innovation Board (for Trial Implementation) and other laws Relevant provisions of administrative regulations, departmental rules and business rules Sichuan Huiyu Pharmaceutical Co.Ltd(688553) using the over raised funds for permanent replenishment of working capital is conducive to the development of the company's main business and the improvement of the use efficiency of the raised funds, which is in line with the interests of the company and all shareholders.
In conclusion, the recommendation institution has no objection to the company's use of some over raised funds to permanently supplement working capital.
6、 Documents for future reference
(I) the notice of Sichuan Huiyu Pharmaceutical Co.Ltd(688553) independent directors on the second meeting of the first board of directors is hereby announced.
Sichuan Huiyu Pharmaceutical Co.Ltd(688553) board of directors April 7, 2022
