Caixin Securities Co., Ltd
About Si-Tech Information Technology Co.Ltd(300608)
Verification opinions on temporarily replenishing working capital with some idle raised funds
Caixin Securities Co., Ltd. (hereinafter referred to as “Caixin securities”) is the continuous supervision and recommendation institution of Si-Tech Information Technology Co.Ltd(300608) (hereinafter referred to as ” Si-Tech Information Technology Co.Ltd(300608) ” or “the company”), According to the measures for the administration of securities issuance and listing recommendation business, the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 13 – recommendation business, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies According to the requirements of relevant regulations, the matters of Si-Tech Information Technology Co.Ltd(300608) using some idle raised funds to temporarily supplement working capital have been verified. The relevant verification conditions and opinions are as follows: I. Basic information of funds raised by public issuance of convertible corporate bonds
With the approval of the reply on approving Si-Tech Information Technology Co.Ltd(300608) public issuance of convertible corporate bonds (zjxk [2020] No. 590) issued by the China Securities Regulatory Commission, the company publicly issued 2.71 million convertible corporate bonds, with a face value of 100 yuan each and a term of 6 years. The total amount of funds raised was 271 million yuan. After deducting underwriting recommendation fees and other issuance expenses (excluding tax), the net amount of funds raised was 261823500 yuan. The above raised funds were in place on June 16, 2020 and verified by Lixin Certified Public Accountants (special general partnership), and the verification report “Xin Hui Shi Bao Zi [2020] No. zb1147” was issued. The company has stored the above raised funds in a special account and signed the tripartite supervision agreement on raised funds. 2、 Use of raised funds
The total amount of funds raised by the company in this public offering of convertible corporate bonds is 271 million yuan. After deducting the issuance expenses, the net amount of funds raised is 261823500 yuan, which will be invested in the following projects:
Unit: 10000 yuan
No. project name total project capital investment amount of raised funds to be invested
1 5g support and ecological operation system 27396561999500
2 AI technology and application 6115 Hl Corp (Shenzhen)(002105) 00
3. Supplementary working capital 408235
Total 33511562618235
In order to regulate the management and use of the raised funds and protect the interests of investors, the company has opened a special account for the raised funds and implemented the special account management for all the raised funds in accordance with the relevant laws, regulations and normative documents such as the Listing Rules of GEM stocks of Shenzhen Stock Exchange and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of listed companies on GEM.
As of December 31, 2021, the balance of the special account for raised funds was 301522 million yuan (including interest, etc.). As the construction of the raised investment project needs a certain period, according to the use plan of the raised funds and the construction progress of the investment project, the raised funds are idle in the short term at this stage. 3、 Temporary replenishment of working capital with idle raised funds in the previous time
On June 1, 2021, the company held the 19th meeting of the third board of directors and the 17th meeting of the third board of supervisors, deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital, and agreed that the company plans to use no more than RMB 11 million idle raised funds to temporarily supplement working capital for production and operation related to the company’s main business, The term of use shall not exceed 12 months from the date of deliberation and approval by the board of directors, and shall be returned to the special account for raised funds before the expiration date.
As of March 30, 2022, the company has returned all the raised funds of RMB 110 million for temporary replenishment of working capital to the special account for raised funds of the company, with a service life of no more than 12 months. For details, please refer to cninfo (www.cn. Info. Com. CN.) published by the company on March 30, 2022 Announcement on early return of raised funds (Announcement No.: 2022018). 4、 Basic information of temporarily replenishing working capital with some idle raised funds
In view of the company’s development needs, in order to improve the use efficiency of raised funds, reduce financial costs and meet the company’s working capital needs, on the premise of ensuring the construction capital needs of investment projects with raised funds, according to the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies According to the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and the company’s measures for the administration of the use of raised funds, the company plans to use idle raised funds of no more than 100 million yuan to temporarily supplement working capital for production and operation related to the company’s main business, and the service life shall not exceed 12 months from the date of deliberation and approval of this board of directors, It will be returned to the special account for raised funds before the due date.
As the investment project with raised funds needs a certain period, the project funds will be gradually invested in stages and batches according to the actual progress of the project. According to the current use plan of raised funds and the construction progress of investment projects, it is expected that some of the raised funds will remain idle in the next 12 months. At the same time, according to the company’s operation, the company’s demand for working capital increases. In order to improve the use efficiency of raised funds, reduce the company’s financial expenses, meet the company’s production and operation needs for daily working capital, improve the company’s economic benefits and maximize the interests of the company’s shareholders, combined with the company’s production and operation needs and financial situation, the company plans to use some idle raised funds of 100 million yuan to supplement working capital temporarily, The term of use shall not exceed 12 months from the date of deliberation and approval by the board of directors, and shall be returned to the special account for raised funds upon expiration.
According to the calculation of the company’s idle loan cost (LPR) of 3.85 million yuan in the current year, the company can only reduce the financial cost of the current period according to the estimated market interest rate of 3.85 million yuan.
The company’s use of some idle raised funds to temporarily supplement working capital meets the following conditions:
1. It will not change the purpose of the raised funds in a disguised form or affect the normal progress of the investment projects of the raised funds;
2. The time of single replenishment of working capital does not exceed 12 months;
3. It is limited to the production and operation related to the main business, and will not use the idle raised funds directly or indirectly for high-risk investments such as securities investment and derivatives trading. 6、 Review procedures for implementation
(I) deliberations of the board of directors
On April 6, 2022, the company held the 25th meeting of the third board of directors, deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital, and agreed that the company plans to use idle raised funds of no more than RMB 100 million to temporarily supplement working capital for production and operation related to the company’s main business, with a service life of no more than 12 months from the date of deliberation and approval of this board of directors, It will be returned to the special account for raised funds before the due date.
(II) opinions of independent directors
The company plans to use no more than RMB 100 million of idle raised funds to temporarily supplement working capital, and has fulfilled the necessary procedures, which is in line with the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds of listed companies issued by the CSRC Relevant provisions of the guidelines for self discipline supervision of Shenzhen Securities Exchange listed companies No. 2 – standardized operation of GEM listed companies and the company’s measures for the administration of the use of raised funds; In line with the actual situation of the company’s daily production and operation, it is conducive to improving the use efficiency of raised funds, reducing financial costs, optimizing financial structure, safeguarding the interests of the company and investors, will not affect the normal implementation of the construction of investment projects with raised funds, and there is no situation of changing the investment direction of raised funds in a disguised manner and damaging the interests of shareholders. Therefore, it is agreed that the company plans to use the idle raised funds of no more than RMB 100 million to temporarily supplement the working capital for the production and operation related to the company’s main business. The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, and will be returned to the special account for raised funds before the expiration date.
(III) deliberation of the board of supervisors
On April 6, 2022, the company held the 22nd Meeting of the third board of supervisors, deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital, and agreed that the company plans to use no more than RMB 100 million idle raised funds to temporarily supplement working capital for production and operation related to the company’s main business, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors, It will be returned to the special account for raised funds before the due date. 7、 Verification opinions of the recommendation institution
After verification, Caixin Securities believes that:
1. Si-Tech Information Technology Co.Ltd(300608) the proposed use of idle raised funds of no more than 100 million yuan to temporarily supplement working capital has been deliberated and approved at the 25th meeting of the third board of directors and the 22nd Meeting of the third board of supervisors. The independent directors of the company have expressed their consent and performed the necessary deliberation procedures, which is in line with the provisions of relevant laws, regulations and company systems.
2. Si-Tech Information Technology Co.Ltd(300608) this time, it is planned to use no more than 100 million yuan of idle raised funds to temporarily supplement working capital, which is limited to the production and operation related to the main business. There is no change in the purpose of raised funds in a disguised manner, which will not affect the normal progress of investment projects of raised funds, meet the needs of the company’s business development, improve the use efficiency of raised funds, reduce financial costs, and do not harm the interests of the company’s shareholders.
To sum up, Caixin securities has no objection to Si-Tech Information Technology Co.Ltd(300608) the proposed use of no more than 100 million yuan of idle raised funds to temporarily supplement working capital.
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(there is no text on this page, which is the signature and seal page of the verification opinions of Caixin Securities Co., Ltd. on Si-Tech Information Technology Co.Ltd(300608) using some idle raised funds to temporarily supplement working capital)
Signature of sponsor representative:
Xu Xinggang, song Yining
Caixin Securities Co., Ltd
