Hangzhou Prevail Optoelectronic Equipment Co.Ltd(300710)
Report on the use of previously raised funds
1、 The amount of funds raised and the time when the funds were deposited in the special account
With the approval of zjxk [2017] No. 1726 document of China Securities Regulatory Commission and the consent of Shenzhen Stock Exchange, Hangzhou Prevail Optoelectronic Equipment Co.Ltd(300710) (hereinafter referred to as the company) was publicly issued 17.5 million ordinary shares (A shares) to the public by Shenwan Hongyuan Group Co.Ltd(000166) securities underwriting sponsor Co., Ltd. through the Shenzhen Stock Exchange System on September 29, 2017, The issue price is RMB 14.75 per share. As of October 12, 2017, the company had raised a total of 25812500000 yuan. After deducting the issuance fee of 2402261604 yuan, the net amount of raised funds was 23410238396 yuan.
The above net amount of raised funds has been verified by Zhitong Certified Public Accountants (special general partnership) on October 12, 2017 and issued the capital verification report (ztyz (2017) No. 110zc0340).
The company has opened a special account for the deposit of raised funds in the following banks in accordance with the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange:
Opening bank account number initial deposit amount account type
Bank Of Hangzhou Co.Ltd(600926) Guali 3 Zhangjiagang Zhonghuan Hailu High-End Equipmentco.Ltd(301040) 160 Dezhan Healthcare Company Limited(000813) 408510362752736 current sub branch
Industrial And Commercial Bank Of China Limited(601398) 12020920299 Guangxi Yuegui Guangye Holdings Co.Ltd(000833) 703719070000 current Hangzhou Jiangnan sub branch
China Merchants Bank Co.Ltd(600036) Hangzhou 57190643501066510362752736 current Xiaoshan sub branch
Total 24444575472
Note: the difference between the actual remittance of 244445800 yuan into the raised funds account and the net raised funds of 2341024 million yuan is the issuance cost after deducting part of the expenses of the sponsor.
As of December 31, 2021, all the above raised funds deposited by the company have been used up and closed. 2、 Actual use of the previously raised funds
See Annex I. 3、 Changes in the actual investment projects of the previously raised funds
Approved by the resolutions of Hangzhou Prevail Optoelectronic Equipment Co.Ltd(300710) the 18th meeting of the third board of directors, the 14th meeting of the third board of supervisors and the first extraordinary general meeting of shareholders in 2019, the company changed the purpose of the raised funds for the industrialization and upgrading project of 1.5 million sets of radio and television intelligent network equipment per year for the acquisition of 52.99% equity project of Chenxiao technology. The total amount of changing the purpose of the raised funds is 1099046 million yuan (including interest income and financial income), accounting for 42.58% of the total raised investment and 46.95% of the net raised investment. Of which: RMB 1054177 million is used to pay the 52.99% equity transfer price of Hangzhou Chenxiao Technology Co., Ltd; The permanent supplementary working capital is 4.4869 million yuan. The change of part of the raised funds invested in the above acquisition does not involve related party transactions, nor does it constitute a major asset reorganization specified in the administrative measures for major asset reorganization of listed companies.
In the transaction of acquiring the equity of Chenxiao technology, the company first paid the first phase of equity transfer of 368962 million yuan with self raised funds, and replaced it with raised funds in October 2019. The replacement time is more than 6 months from the arrival date of the funds raised by the initial public offering, which violates the relevant provisions of the regulatory guidelines for listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies. In March 2021, the company received the supervision letter on Hangzhou Prevail Optoelectronic Equipment Co.Ltd(300710) issued by the management department of gem company of Shenzhen Stock Exchange (GEM supervision letter [2021] No. 39).
After deliberation and approval at the fourth meeting of the Fourth Board of directors and the fourth meeting of the Fourth Board of supervisors on November 16, 2020, the company concluded the “optical access equipment and intelligent terminal R & D center construction project” and used the surplus funds to permanently supplement the working capital.
There is no change in the implementation place, implementation subject and implementation method of the investment project with the previously raised funds. 4、 External transfer or replacement of the investment project of the previously raised funds
(I) as of December 31, 2021, the company has no external transfer of investment projects invested by the previously raised funds.
(II) as of December 31, 2021, the early investment and replacement of investment projects invested by the company’s previously raised funds
On November 10, 2017, the fourth meeting of the third board of directors and the fourth meeting of the third board of supervisors deliberated and approved the proposal on using the raised funds to replace the self raised funds of the projects invested with raised funds in advance, and agreed to use the raised funds of 613040000 yuan to replace the self raised funds of the projects invested with raised funds in advance. Grant Thornton Certified Public Accountants (special general partnership) has reviewed the actual investment of the company’s investment projects with raised funds in advance, and issued the verification report on the investment projects with raised funds in advance (ztzz (2017) No. 330za5087).
On October 16, 2019, the 20th meeting of the third board of directors and the 16th meeting of the third board of supervisors deliberated and approved the proposal on replacing the self raised funds of the projects invested with raised funds in advance with the raised funds, and agreed to use the raised funds of 3689619300 yuan to replace the self raised funds of the projects invested with raised funds in advance. Grant Thornton Certified Public Accountants (special general partnership) has reviewed the actual investment of the company’s investment projects with raised funds in advance, and issued the verification report on the investment projects with raised funds in advance (ztzz (2019) No. 330za6766). All independent directors of the company have expressed their independent opinions, and the recommendation institution has issued verification opinions. The company uses the raised funds to replace the self raised funds of 368962 million yuan that the company has invested in the investment projects with the raised funds in advance. Among them: the actual self raised funds for the acquisition of 52.99% equity of Chenxiao technology are 368962 million yuan, and 368962 million yuan has been replaced. 5、 Temporary idle raised funds
On November 10, 2017, the fourth meeting of the third board of directors and the fourth meeting of the third board of supervisors considered and approved the proposal on using idle raised funds for cash management, and agreed that the company should use idle raised funds of no more than RMB 160 million for cash management and purchase financial products with high security, good liquidity and guaranteed principal. The service life of the above funds should not exceed 12 months, The company can make rolling investment within the service life and limit.
The independent directors expressed their independent opinions. The recommendation institution has issued verification opinions. During this authorization period, the company has used the temporarily idle raised funds to purchase financial products totaling RMB 404 million, realized investment income of RMB 4.2427 million, and the principal of the expired bank financial products and the realized investment income have been deposited into the special account for raised funds.
On November 9, 2018, the 13th meeting of the third board of directors and the 10th meeting of the third board of supervisors considered and approved the proposal on using idle raised funds for cash management, which agreed that the company would use idle raised funds of no more than RMB 130 million for cash management and purchase financial products with high safety, good liquidity and guaranteed principal, The use period of the above funds is valid within one year from the date of deliberation and approval by the board of directors, and the company can make rolling investment within the use period and amount. The independent directors expressed their independent opinions. The recommendation institution has issued verification opinions. During this authorization period, the company has used the temporarily idle raised funds to purchase financial products totaling 69 million yuan, realizing an investment income of 4.4922 million yuan. The principal of the expired bank financial products and the realized investment income have been deposited into the special account for raised funds.
On November 1, 2019, the 22nd Meeting of the third board of directors and the 18th meeting of the third board of supervisors considered and approved the proposal on using idle raised funds for cash management, and agreed that the company would use idle raised funds of no more than RMB 25 million for cash management and purchase financial products with high safety, good liquidity and guaranteed principal, The use period of the above funds is valid within one year from the date of deliberation and approval by the board of directors, and the company can make rolling investment within the use period and amount. The independent directors expressed their independent opinions. The recommendation institution has issued verification opinions. During this authorization period, the company has used the temporarily idle raised funds to purchase financial products totaling 34 million yuan and realized investment income of 1.369 million yuan. The principal of the expired bank financial products and the realized investment income have been deposited into the special account for raised funds.
As of December 31, 2021, all the realized investment income of the financial products purchased by the company with the raised funds has been deposited into the capital account, and the balance of the financial products purchased by the company with the raised funds is 0.00 yuan. 6、 Unused raised funds
None. 7、 Benefits achieved by the investment projects with the previously raised funds
See Annex II. 8、 There is no material difference between the actual use of the previously raised funds and the relevant contents disclosed in the periodic report and other information disclosure documents compared with the actual use of the previously raised funds of the company and the relevant contents disclosed in the company’s periodic report and other information disclosure documents.
Hangzhou Prevail Optoelectronic Equipment Co.Ltd(300710) board of directors April 7, 2022
