Securities code: Blue Sail Medical Co.Ltd(002382) securities abbreviation: Blue Sail Medical Co.Ltd(002382) Announcement No.: 2022018 bond Code: 128108 bond abbreviation: lanfan convertible bond
Blue Sail Medical Co.Ltd(002382)
Special report on the deposit and use of raised funds in 2021
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.
In accordance with the China Securities Regulatory Commission’s “guidelines for the supervision of listed companies No. 2 – regulatory requirements for the management and use of raised funds by listed companies” and “guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of listed companies on the main board of Shenzhen Stock Exchange”, the special instructions for the deposit and actual use of raised funds in 2021 are as follows:
1、 Basic information of fund raising
(I) actual amount of raised funds and availability of funds
Approved by the reply on approving Blue Sail Medical Co.Ltd(002382) public issuance of convertible corporate bonds (zjxk [2020] No. 710) issued by China Securities Regulatory Commission on May 19, 2020, the company publicly issues convertible corporate bonds with a total face value of 31440000000 yuan for a period of 6 years. The company shall raise 31404000000 yuan of funds for issuing convertible corporate bonds, and the actual raised funds are 31404000000 yuan. After deducting 2210000000 yuan of underwriting and recommendation fees, the raised funds are 3129400000 yuan, which shall be remitted to the company’s account by the lead underwriter China Merchants Securities Co.Ltd(600999) on June 3, 2020. In addition, after deducting other issuance expenses such as lawyer fees, audit fees and legal information disclosure, the net amount of funds actually raised by the company is 310781058084 yuan. The above raised funds have been verified by Daxin Certified Public Accountants (special general partnership) and a capital verification report (dxyz [2020] No. Anhui Anke Biotechnology (Group)Co.Ltd(300009) ) has been issued.
(II) use and balance of raised funds
As of December 31, 2021, the use amount and balance of the raised funds are as follows:
Project amount (RMB 10000)
Net proceeds (a) 31078106
Plus: accumulated interest income, wealth management income, exchange gains and losses and net amount deducted from handling charges 112845 (b)
Net amount replaced and used of raised investment projects (c) 30630203
Including: acquisition of 100% equity of nvtag100 of interventional aortic valve company and 12326120 supplementary working capital project
Acquisition of cbchii6 63% minority equity project 4367600
Phase III annual output of 2 billion pieces of health protection (new gloves) project 1778419
Annual output of 4 billion PVC health protective gloves project 2941217
Acquisition of 100% equity of Wuhan bikele project 2327468
Repayment of bank loan 3200000
Supplementary working capital 3689379
Year end balance of raised funds (d) 560747
Where: D = a + B-C
2、 Deposit and management of raised funds
(I) management of raised funds
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other relevant laws, regulations and normative documents, the company has formulated the Blue Sail Medical Co.Ltd(002382) raised funds management system (hereinafter referred to as the “raised funds management system”), and set up a strict authority approval system for the use of raised funds to ensure that special funds are used for special purposes.
On May 6, 2020, the first meeting of the Fifth Board of directors of the company deliberated and approved the proposal on the establishment of special fund-raising accounts and relevant authorization by the company and its subsidiaries, and agreed that the company and its subsidiaries bluesail new valvetechnology HK Limited and Shandong lanfan new materials Co., Ltd. planned to establish seven special fund-raising accounts in Bank Of China Limited(601988) Zibo Linzi sub branch, It is used for the storage, use and management of supporting funds raised by the company’s public issuance of convertible corporate bonds (hereinafter referred to as “convertible bonds”).
The company and its subsidiaries bluesail new valve technology HK Limited, Shandong lanfan New Material Co., Ltd., the sponsor Morgan Stanley Securities (China) Co., Ltd. Citic Securities Company Limited(600030) and Bank Of China Limited(601988) Zibo Linzi sub branch, Bank Of China Limited(601988) (Hong Kong) Co., Ltd. signed the tripartite supervision agreement on raised funds, and the company opened seven special accounts in the above banks to store the raised funds.
(II) storage of raised funds in special account
As of December 31, 2021, the specific deposit of raised funds is as follows:
Bank account amount of the special account for raised funds (RMB yuan) storage method
name
Bank Of China Limited(601988) Zibo 242941731156 – account cancellation
Linzi sub branch
Bank Of China Limited(601988) (Hong Kong) Co., Ltd. 012875-20423678 (HK $) – account cancellation
012875-20423681 (foreign currency)
Agricultural Bank Of China Limited(601288) 1523310104 Zynp Corporation(002448) 6 – account cancellation
Zibo Linzi sub branch
Bank Of Communications Co.Ltd(601328) Zibo 37389999101 Wuhan Zhongyuan Huadian Science And Technology Co.Ltd(300018) 9942 – account cancellation
Linzi sub branch
6 Shenwan Hongyuan Group Co.Ltd(000166) 32098968 – account cancellation
Jinan Branch
Qingdao Rural Commercial Bank Co., Ltd. 206 Dare Power Dekor Home Co.Ltd(000910) 4205 Csg Holding Co.Ltd(000012) 662 – account cancellation
Company Zhangqiu sub branch
Industrial Bank Co.Ltd(601166) Zibo 3790201001000754955607470432 current deposit
branch
Total 5607470432
Note: in order to standardize the bank account management and reduce the management cost, the company has completed the account cancellation procedures of the closed special account for raised funds according to law. For details, see the announcement on canceling the special account for raised funds (Announcement No.: 2021087) disclosed by the company on the designated information disclosure media cninfo.com on September 29, 2021.
3、 Actual use of raised funds this year
(I) use of funds for investment projects with raised funds
As of December 31, 2021, the actual use of the raised funds is detailed in the comparison table of the use of the raised funds (attached table 1).
(II) changes in the place and mode of implementation of the project invested with raised funds
In 2021, there was no change in the implementation place and mode of the project invested by the raised funds.
(III) advance investment and replacement of investment projects with raised funds
In 2021, the company did not use the raised funds to replace the early investment of investment projects.
(IV) temporary replenishment of working capital with idle raised funds
In 2021, the company did not use idle raised funds to temporarily supplement working capital.
(V) cash management with idle raised funds
The 8th meeting of the 5th board of directors and the 7th Meeting of the 5th board of supervisors on October 28, 2020 and the 10th meeting of the 5th board of directors and the 9th meeting of the 5th board of supervisors on December 4, 2020 considered and adopted the proposal on purchasing financial products with idle raised funds and the proposal on purchasing financial products with idle raised funds in 2021 respectively, The company (including its wholly-owned subsidiaries) plans to use idle raised funds with an amount of no more than RMB 200 million to purchase financial products with high safety and good liquidity without affecting the progress of raised investment projects.
As of December 2021, the company has obtained 2.993 million yuan of idle investment income from the purchase of financial products.
(VI) use of surplus raised funds
The company held the 16th meeting of the 5th board of directors and the 15th meeting of the 5th board of supervisors on July 1, 2021, and deliberated and adopted the proposal on closing some projects invested with raised funds and permanently replenishing the surplus raised funds with working capital, The surplus raised fund of RMB 1579954 million (including part of interest income, and the actual amount shall be subject to the balance of the special account on the day of fund transfer out) after the completion of the “acquisition of 100% equity of NVT AGT of interventional aortic valve company and supplementary working capital project” will be permanently supplemented with working capital.
On August 30, 2021, the company held the 18th meeting of the 5th board of directors and the 16th meeting of the 5th board of supervisors, deliberated and approved the proposal on closing some raised investment projects and permanently supplementing the surplus raised funds with working capital, and agreed to close the raised investment projects of “phase III annual output of 2 billion pieces of health protection (new gloves) project” and “annual output of 4 billion pieces of PVC health protection gloves project”, And permanently replenish the working capital with a total amount of 1197193 million yuan (including part of the interest income, and the actual amount shall be subject to the balance of the special account on the day of fund transfer out), including about 592259 million yuan of the balance of the project contract or the amount to be paid for the quality assurance deposit.
(VII) use of over raised funds
There is no use of over raised funds in the raised funds.
(VIII) purpose and destination of unused raised funds
As of December 31, 2021, the balance of the company’s unused funds raised from the non-public issuance of convertible bonds is RMB 5607470432, which is used for the acquisition of 100% equity of Wuhan bikele and is deposited in the special account for raised funds opened by the company in Industrial Bank Co.Ltd(601166) Zibo Branch.
4、 Change the use of funds for investment projects with raised funds
As of December 31, 2021, the investment project of the raised funds has not changed.
5、 Problems in the use and disclosure of raised funds
In 2021, the company carried out special account storage and special use of the raised funds in strict accordance with the relevant provisions of the raised funds management system and the tripartite supervision agreement on raised funds, and disclosed the relevant information on the use of the raised funds in a timely, true, accurate and complete manner. There were no violations in the storage, use, management and disclosure of the raised funds.
Attached table 1: comparison table of the use of raised funds.
Blue Sail Medical Co.Ltd(002382) board of directors
April 13, 2002 Schedule 1
Comparison table of use of raised funds
Unit: 10000 yuan
Total amount of raised funds invested in 2021
