Securities code: Shanghai Lisheng Racing Co.Ltd(002858) securities abbreviation: Shanghai Lisheng Racing Co.Ltd(002858) Announcement No.: 2022018 Shanghai Lisheng Racing Co.Ltd(002858)
Announcement on temporarily replenishing working capital with some idle 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.
Shanghai Lisheng Racing Co.Ltd(002858) (hereinafter referred to as “the company”) held the 7th Meeting of the 4th board of directors and the 5th meeting of the 4th board of supervisors on April 6, 2022, deliberated and approved the proposal on using some idle raised funds to temporarily supplement working capital, and agreed that the company would not affect the normal progress of raised funds according to the investment plan, Use the idle raised funds of no more than 100 million yuan (including this amount) to temporarily supplement the working capital, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors. Relevant matters are hereby announced as follows:
1、 Basic information of raised funds
With the approval of the reply on approving Shanghai Lisheng Racing Co.Ltd(002858) non-public Development Bank shares (zjxk [2020] No. 2841) issued by China Securities Regulatory Commission, Shanghai Shanghai Lisheng Racing Co.Ltd(002858) Culture Co., Ltd. issued 33605838 ordinary shares (A shares) in this non-public offering, with the subscription price of RMB 11.62 per share and the total raised funds of RMB 39049983756. After deducting the issuance expenses of RMB 983962264 (excluding tax), the net amount of raised funds is RMB 38066021492. The raised funds have been transferred to the designated account of the company on June 28, 2021. The above funds have been verified in the capital verification report (tjy [2021] No. 347) issued by Tianjian Certified Public Accountants (special general partnership) on August 2, 2021. All the raised funds have been deposited in the special account for raised funds established by the company, and the tripartite supervision agreement for raised funds has been signed with the sponsor and the commercial bank storing the raised funds.
The investment projects of the funds raised by the company’s non-public offering are as follows:
Unit: 10000 yuan
No. project name total project capital investment amount of raised funds to be invested
1 xracing project 901215287438
2. Saika alliance chain venue project 19736641973664
3 Elite Series events 2455 Jiangsu Baichuan High-Tech New Materials Co.Ltd(002455) 00
4. Supplementary working capital project 13 Ping An Bank Co.Ltd(000001) 300000
Total 44203793806602
2、 Use of raised funds
The proposal on using non-public issuance of A-Shares to replace self raised funds invested in investment projects of raised funds in advance and paid issuance expenses was deliberated and adopted at the second (Interim) meeting of the Fourth Board of directors and the second (Interim) meeting of the Fourth Board of supervisors held by the company on August 25, 2021 The proposal on using the temporarily idle raised funds of non-public development banks’ A-share shares for cash management and the proposal on the company’s adjustment of the amount of raised funds to be invested in the investment project of non-public development banks’ A-share shares, the company uses the raised funds to replace the self raised funds invested in the project in advance and the paid issuance expenses of RMB 2.3856 million. At the same time, according to the actual situation of the company, The investment amount of raised investment projects has been adjusted, and the company plans to use the temporarily idle raised funds of non-public issuance of A-share shares of no more than 175 million yuan (including this amount) for cash management under the condition of ensuring that it will not affect the normal operation and construction of raised investment projects, ensure the safety of funds, and effectively control risks. For details, see the company’s publication on the designated information disclosure media and cninfo.com（ http://www.cn.info.com.cn. ）Relevant announcements on (Announcement No.: 2021056, 057, 058). The proposal on the company’s use of temporarily idle raised funds and self owned funds for cash management and the proposal on changing the implementation method of some investment projects with raised funds were reviewed and approved by the third (Interim) meeting of the Fourth Board of directors, the third (Interim) meeting of the Fourth Board of supervisors and the third extraordinary general meeting of shareholders in 2021 held on September 26, 2021 and October 12, 2021, The company and its subsidiaries implementing the raised investment projects use the temporarily idle raised funds of no more than 250 million yuan (including the principal amount) and their own funds of no more than 200 million yuan (including the principal amount) for cash management under the condition of ensuring that the normal use of the raised funds according to the investment plan is not affected, ensuring the safety of the funds, and effectively controlling the risks, And the company changed some implementation methods of the raised capital investment project “Saika alliance chain venue project”. For details, see the company’s publication on the designated information disclosure media and cninfo.com（ http://www.cn.info.com.cn. ）Relevant announcements on (Announcement No.: 2021065, 066).
As of December 31, 2021, the actual use of raised funds by the company and its subsidiaries amounted to 1425224 million yuan, and the balance of raised funds was 2411537 million yuan (including the net amount of accumulated bank deposit interest received minus bank handling charges).
(I) amount and term
The company plans to use idle raised funds of no more than RMB 100 million (including this amount) to temporarily supplement working capital for business activities related to its main business. The service life shall not exceed 12 months from the date of deliberation and approval by the board of directors of the company. After expiration, the company will return this part of funds to the special account for raised funds in time and in full. (II) impact on the company’s operation
The use of some idle raised funds to temporarily supplement working capital is estimated to save 4.35 million yuan of financial expenses for the company according to the bank loan interest rate during the use period (one-year benchmark loan interest rate 4.35%), which is conducive to improving the use efficiency of raised funds and reducing the financial expenses of the company.
(III) purpose of funds
The company used part of the idle raised funds to temporarily supplement the working capital, did not change the purpose of the raised funds in a disguised form, and would not affect the normal progress of the raised investment project. At the same time, the company will do a good job in the storage, management and use of the raised funds. During the service life, if the implementation progress of the raised investment project exceeds the current expectation due to the actual development needs, the company will return the part of the raised funds temporarily used to supplement the working capital in time to ensure that the normal implementation of the raised investment project will not be affected.
4、 Relevant commitments
The company promises to use part of the idle raised funds to supplement the working capital temporarily, which is limited to the production and operation related to the main business, and will not be used for non production and operation purposes such as placement of new shares, subscription, stock and its derivatives, convertible corporate bond trading, etc. through direct or indirect arrangements; It will not change the purpose of the raised funds in disguise, nor will it affect the normal progress of the investment plan of the raised funds.
5、 Opinions of relevant parties
1. Opinions of independent directors
Gu Mingjie and Huang Haiyan, independent directors, believe that the company’s use of idle raised funds of no more than RMB 100 million (including this amount) to temporarily supplement working capital is conducive to improving the use efficiency of idle raised funds, reducing financial expenses and meeting the needs of the company’s production and operation development. The company’s use of some idle raised funds to temporarily supplement working capital will not affect the capital demand for the construction of the raised funds project and the normal progress of the project, and there is no situation of changing the investment direction of the raised funds in a disguised manner or damaging the interests of shareholders. The temporary replenishment of working capital with some idle raised funds of the company complies with relevant provisions such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board. We agree that the company will use no more than 100 million yuan (including this amount) of idle raised funds to temporarily supplement working capital, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors. 2. Opinions of the board of supervisors
After deliberation, the board of supervisors of the company believes that the company’s use of no more than RMB 100 million (including this amount)
The idle raised funds temporarily supplement the working capital, and the service life shall not exceed 12 months, which will not affect the capital demand and normal progress of the project invested by the raised funds, and there is no situation of changing the purpose of the raised funds in a disguised manner and damaging the interests of shareholders, Comply 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 and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, perform the specified procedures, comply with the interests of the company and all shareholders, and is conducive to the production, operation and long-term development of the company. The board of supervisors agrees that the company shall use the idle raised funds of no more than RMB 100 million (including this amount) to supplement the working capital temporarily, and the service life shall not exceed 12 months from the date of deliberation and approval by the board of directors.
3. Verification opinions of the recommendation institution
After verification, Guosheng Securities Co., Ltd. (hereinafter referred to as the “sponsor”) believes that the company’s use of idle raised funds of no more than 100 million yuan (including this amount) to temporarily supplement working capital has been deliberated and approved at the seventh meeting of the Fourth Board of directors and the fifth meeting of the Fourth Board of supervisors. The independent directors have expressed their independent opinions with explicit consent and fulfilled the necessary approval and decision-making procedures, It complies with the provisions of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and does not affect the normal progress of investment projects with raised funds, There is no case of changing the purpose of the raised funds in a disguised form and damaging the interests of shareholders. The sponsor has no objection to the company’s use of some idle raised funds to temporarily supplement working capital.
6、 Documents for future reference
1. Resolutions of the 7th Meeting of the 4th board of directors;
2. Resolutions of the 5th meeting of the 4th board of supervisors;
3. Independent opinions of independent directors on matters related to the seventh meeting of the Fourth Board of directors;
4. Verification opinions on the company’s use of some idle raised funds to temporarily supplement working capital issued by Guosheng Securities Co., Ltd.
It is hereby announced.
Shanghai Lisheng Racing Co.Ltd(002858) board of directors
April 8, 2002
