Securities code: Western Metal Materials Co.Ltd(002149) securities abbreviation: Western Metal Materials Co.Ltd(002149) Announcement No.: 2022013 Western Metal Materials Co.Ltd(002149)
Special report on the deposit and use of 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.
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 (CSRC announcement [2022] No. 15), 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 the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - announcement format, The deposit and actual use of the raised funds of Western Metal Materials Co.Ltd(002149) (hereinafter referred to as "the company") in 2021 are described as follows:
1、 Basic information of raised funds
(I) actual amount of raised funds and availability of funds
1. Amount and availability of funds raised for the first time
With the approval of the reply on approving Western Metal Materials Co.Ltd(002149) non-public offering of shares (zjxk [2016] No. 1059 document) issued by China Securities Regulatory Commission, the company issued 38077137 A shares on July 26, 2016 at a non-public price of 24.70 yuan / share, raised funds of 940505300 yuan, underwriting and recommendation fees totaling 21.6 million yuan, and prepaid underwriting and recommendation fees of 1 million yuan on January 28, 2016, After deducting the balance of underwriting and recommendation fees of 20.6 million yuan, the company actually received the raised funds of 9199053 million yuan. The underwriter Kyushu Securities Co., Ltd. deposited the raised funds of 350 million yuan into the RMB account 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 95641 opened by the company in Hua Xia Bank Co.Limited(600015) Xi'an Economic and Technological Development Zone sub branch on July 27, 2016. The net amount of the raised funds was verified by sigma Certified Public Accountants (special general partnership) and issued a capital verification report of "xihuiyan Zi (2016) No. 0079". The company has adopted a special account for the raised funds.
2. Amount and availability of funds raised for the second time
With the approval of the reply on approving Western Metal Materials Co.Ltd(002149) non-public Development Bank shares (zjxk [2020] No. 3339 document) issued by China Securities Regulatory Commission, the company issued 62800000 A shares in a non-public manner on December 31, 2020 at an issue price of 12.50 yuan / share. The total amount of capital contribution actually paid by each shareholder was RMB 785 million, The underwriting and recommendation fees of Ping An Securities Co., Ltd. totaled RMB 16.6 million. The underwriting and recommendation fees were prepaid RMB 800000 on November 13, 2020. After deducting the balance of underwriting and recommendation fees of RMB 15.8 million, the company actually received the raised funds transferred from Ping An Securities Co., Ltd. of RMB 769.2 million, After deducting the prepaid underwriting and recommendation fees, audit and capital verification and other expenses of RMB 140900 (excluding tax), other issuance expenses of RMB 1056500 (excluding tax), and considering the relevant value-added tax of RMB 939600, the net amount of raised funds is RMB 767682200, including capital stock of RMB 62.8 million and capital reserve of RMB 704882200. The newly increased share capital accounts for 100% of the newly increased registered capital, and the accumulated share capital after the change is 4882143 million yuan, accounting for 100% of the registered capital after the change. The net amount of the raised funds has been verified by Sigmar Certified Public Accountants (special general partnership) and a capital verification report of "xihuiyan Zi (2021) No. 0002" has been issued. The company has adopted a special account for the raised funds.
(II) use and balance of raised funds in 2021
The balance of the fund-raising account at the beginning of 2021 was 787266 million yuan, and a total of 502228 million yuan was used for the raised projects, including 885300 yuan for the "localization project of key core materials of autonomous nuclear power plant" and 2700351 million yuan for the "technical transformation project of high-performance and low-cost titanium alloy material production line" (including 296531 million yuan of self raised funds invested in advance by replacing the raised funds) 136254 million yuan for " Western Metal Materials Co.Ltd(002149) joint technology center construction project" and 217682200 yuan for permanent supplementary working capital; Use some idle raised funds to temporarily supplement the working capital of 21 million yuan (a total of 40 million yuan was used in the whole year, and 190 million yuan has been returned); Pay the expenses related to the second fund-raising of 1517800 yuan; Interest expense: 2.7288 million yuan; The handling fee is 4400 yuan; The interest income is 7.5069 million yuan.
As of December 31, 2021, the balance of the unused raised funds account was 782939 million yuan (including the net interest and handling charges of bank deposits of 129765 million yuan), of which the balance of the current deposit account of the first raised funds was 154216 million yuan, the balance of the current deposit account of the second raised funds was 628723 million yuan, and the balance of the raised funds account in 2021 was 782939 million yuan.
2、 Deposit and management of raised funds
(I) management of raised funds
1. Management of funds raised for the first time
In order to standardize the management of the company's raised funds and protect the interests of public investors, in accordance with the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of the raised funds of listed companies, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other relevant laws and regulations and the relevant provisions of the company's raised funds management system, At the 29th meeting of the 5th board of directors and the 21st Meeting of the 5th board of supervisors held on August 11, 2016, the company deliberated and adopted the proposal on signing the tripartite supervision agreement for raised funds. As of December 31, 2021, the company has established a special account for raised funds in the following banks:
Account name bank account type account No
Xi'an noble rare gold Hua Xia Bank Co.Limited(600015) Xi'an Economic
It belongs to the special 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 97332 Department of Gongji Technology Development Zone sub branch of Materials Co., Ltd
2. Management of funds raised for the second time
On December 11, 2020, the company received the reply on approving Western Metal Materials Co.Ltd(002149) non-public Development Bank shares (zjxk [2020] No. 3339) issued by China Securities Regulatory Commission. In order to standardize the management and use of raised funds and safeguard the legitimate rights and interests of investors, the company held the ninth meeting of the seventh board of directors on January 8, 2021, The proposal on establishing a special account for raised funds and authorizing the signing of a tripartite supervision agreement for raised funds was reviewed and approved, and the company was agreed to establish a special account for raised funds in the following banks:
Account name bank account type account No
West metal materials Co., Ltd. has Ping An Bank Co.Ltd(000001) Xi'an special for economic and Technological Development 15636683970022
Limited company district sub branch
Western Metal Materials Co., Ltd. has Hua Xia Bank Co.Limited(600015) xi'an special 1145400 China High-Speed Railway Technology Co.Ltd(000008) 14807
Limited company economic and Technological Development Zone sub branch
West metal materials Co., Ltd. has China Construction Bank Corporation(601939) Xi'an Fengcheng fifth road sub branch special 61050175380 Ping An Bank Co.Ltd(000001) 10 Co., Ltd. 3
West metal materials Co., Ltd. has China Citic Bank Corporation Limited(601998) Xi'an special 8111701012400606472 economic and Technological Development Zone sub branch
Western Titanium Industry Co., Ltd. Bank Of Chengdu Co.Ltd(601838) Xi'an special for economic and Technological Development 12213 China High-Speed Railway Technology Co.Ltd(000008) 44166
Siqu sub branch
3. Cancellation of raised capital account
As the "construction project of high-performance metal composite production line for energy and environmental protection", the "8.33% equity project of Western New Zirconium obtained through capital increase" and the "repayment of bank loans" have been implemented, the corresponding special account for raised funds: China Minsheng Banking Corp.Ltd(600016) Xi'an Wenjing road sub branch account No.: 697995985 China CITIC Bank Co., Ltd. Xi'an Economic and Technological Development Zone sub branch account No.: 81117010138 Guangdong Orient Zirconic Ind Sci And Tech Co.Ltd(002167) 78 and Bank Of Communications Co.Ltd(601328) Xi'an Economic and Technological Development Zone sub branch account No.: 611899991 Shenzhen Sed Industry Co.Ltd(000032) 13976 are no longer in use. In order to facilitate the management of the raised funds account, the company has gone through the cancellation procedures for the above-mentioned special account for raised funds.
The tripartite supervision agreement on raised funds signed by the company and its subsidiaries with China Citic Bank Corporation Limited(601998) Xi'an Economic and Technological Development Zone sub branch, China Minsheng Banking Corp.Ltd(600016) Xi'an Wenjing road sub branch, Bank Of Communications Co.Ltd(601328) Xi'an Economic and Technological Development Zone sub branch and the sponsor shall be terminated accordingly.
4. Changes in the regulatory authority of raised funds
Due to the needs of non-public offering, the company hired Ping An Securities Co., Ltd. (hereinafter referred to as "Ping An Securities") as the sponsor and lead underwriter of the company's non-public offering of A-Shares in 2020. Therefore, the company's continuous supervision sponsor has changed from Kyushu securities to Ping An Securities, and the unfinished continuous supervision of the funds raised from non-public offering in 2015 will be completed by Ping An Securities.
In view of the change of the sponsor, the company, Sinochem, Ping An Securities and Hua Xia Bank Co.Limited(600015) Xi'an Branch re signed the tripartite supervision agreement for Western Metal Materials Co.Ltd(002149) raised funds in accordance with relevant laws and regulations, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and the provisions of the company's management system for raised funds. The account information is as follows:
Account name bank account type account No
West metal materials Co., Ltd. has Hua Xia Bank Co.Limited(600015) Xi'an Economic and Technological Development Zone sub branch of 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 95641 Co., Ltd
Xi'an noble rare metals Hua Xia Bank Co.Limited(600015) Xi'an Economic Special 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 97332 Materials Co., Ltd. economic and Technological Development Zone sub branch
5. Special account for raised funds
(1) The company has opened a special account for raising funds in Hua Xia Bank Co.Limited(600015) Xi'an Economic and Technological Development Zone sub branch, with an account number of 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 95641. As of December 31, 2021, the balance of the special account is 1448419807 yuan. This special account is only used for the storage and use of funds raised by the localization project of key core materials of Party A's autonomous nuclear power plant.
(2) Sinochem, a holding subsidiary, has opened a special account for raising funds in Hua Xia Bank Co.Limited(600015) Xi'an Economic and Technological Development Zone sub branch with an account number of 1145400 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 97332. As of December 31, 2021, the balance of the special account is 93743115 yuan. This special account is only used for the storage and use of funds raised by the localization project of key core materials of Party A's autonomous nuclear power plant.
(3) The company has opened a special account for raising funds in Ping An Bank Co.Ltd(000001) Xi'an Economic and Technological Development Zone sub branch, with an account number of 15636683970022. As of December 31, 2021, the balance of the special account is 11055651 yuan. (4) The company has opened a special account for raising funds in Hua Xia Bank Co.Limited(600015) Xi'an Economic and Technological Development Zone sub branch, with an account number of 1145400 China High-Speed Railway Technology Co.Ltd(000008) 14807. As of December 31, 2021, the balance of the special account is 623043908 yuan.
(5) The company has opened a special account for raising funds in China Construction Bank Corporation(601939) Xi'an Fengcheng 5th Road sub branch, with an account number of 61050175380 Ping An Bank Co.Ltd(000001) 103. As of December 31, 2021, the balance of the special account is 1647767 yuan.
(6) The company has opened a special account for raising funds in China Citic Bank Corporation Limited(601998) Xi'an Economic and Technological Development Zone sub branch, with an account number of 8111701012400606472. As of December 31, 2021, the balance of the special account is 1645535969 yuan.
(7) The holding subsidiary Western titanium company has opened a special account for raising funds in Bank Of Chengdu Co.Ltd(601838) Xi'an Economic and Technological Development Zone sub branch, with an account number of 12213 China High-Speed Railway Technology Co.Ltd(000008) 44166. As of December 31, 2021, the balance of the special account is 4005945167 yuan.
(II) storage of raised funds in special account
As of December 31, 2021, the deposit of the company's raised funds in the special bank demand deposit account is as follows: unit: RMB (yuan)
Account name bank account type account balance
Western Metal Materials Co., Ltd
