China Securities Co.Ltd(601066) about Leyard Optoelectronic Co.Ltd(300296)
Special verification report on the deposit and use of raised funds in 2021
China Securities Co.Ltd(601066) (hereinafter referred to as ” China Securities Co.Ltd(601066) securities” or “sponsor”) as a sponsor of Leyard Optoelectronic Co.Ltd(300296) (hereinafter referred to as ” Leyard Optoelectronic Co.Ltd(300296) ” or “company”) GEM public issuance of convertible corporate bonds, in accordance with the measures for the administration of securities Issuance and listing sponsor business Relevant provisions such as Shenzhen Stock Exchange GEM Listing Rules and Shenzhen Stock Exchange listed companies self regulatory guidelines No. 2 – standardized operation of GEM listed companies have verified the deposit and use of raised funds in 3 Hubei W-Olf Photoelectric Technology Co.Ltd(002962) 021, and issued the following recommendation opinions: I. Basic information of raised funds
(I) availability of raised funds
Approved by the reply on approving Leyard Optoelectronic Co.Ltd(300296) public issuance of convertible corporate bonds [2019] No. 1856 issued by China Securities Regulatory Commission, Leyard Optoelectronic Co.Ltd(300296) publicly issues convertible corporate bonds to the public. The total amount of funds raised from the public offering of convertible corporate bonds was 800000000 yuan. After deducting 10000000 yuan of tax included in underwriting and recommendation fees, the company actually received 790000000 yuan of funds raised. The above-mentioned funds were remitted from China Securities Co.Ltd(601066) securities to the special account for funds raised by the company on November 20, 2019. The net amount of funds raised from the public offering of convertible corporate bonds after deducting the amount excluding tax from the recommendation and underwriting expenses and other issuance expenses is 78854716982 yuan. The above-mentioned funds have been verified by Lixin Certified Public Accountants (special general partnership) and issued the verification report on funds raised from Leyard Optoelectronic Co.Ltd(300296) public offering of convertible corporate bonds (xhsbz [2019] No. zb2005).
(II) use and balance of raised funds in 2021
As of December 31, 2021, the use of funds raised by the company’s public issuance of convertible corporate bonds in 2019 is as follows:
Unit: Yuan
Total amount of previous year and current year of the project
Net proceeds 7885471698278854716982
Less: 40904858037, 28400359022 and 69305217059 of the raised funds directly invested in the raised investment projects
Including: LED application industry south headquarters project 153751926821816858322933543775911
LED application industrial park construction project 479110000 – 479110000
Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D center project 1197233230475445411244777771
Total amount of previous year and current year of the project
Permanent supplementary working capital 22653322125 – 22653322125
Temporary supplementary working capital 1200000000 -1200000000 0.00
Permanent supplementary working capital – change 11384231252
Plus: net amount of interest income of raised funds minus handling charges 6999264774232380361123164513
The balance of unused raised funds is 38649785422 and 10672664436
On March 26, 2019, the 39th meeting of the third board of directors of the company deliberated and adopted the proposal on the company’s public issuance of convertible corporate bonds. According to relevant laws and regulations and the company’s current financial situation and investment plan, the total amount of convertible bonds issued this time does not exceed RMB 80 million (including RMB 80 million). The net amount of funds raised after deducting the issuance expenses will be used for LED application industry south headquarters project, LED application industry Park project, Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D center project and supplementary working capital and other projects.
On November 20, 2019, the company received 790 million yuan of raised funds remitted from China Securities Co.Ltd(601066) securities (after deducting 10 million yuan of underwriting and recommendation fees including tax), and opened a raised funds account to calculate the above raised funds. As of December 31, 2021, 69305217059 yuan of the above-mentioned raised funds have been used, and the raised funds not used by the company are 9549499923 yuan. After adding 1123164513 yuan of net interest obtained during the deposit period after deducting handling fees, the balance of the raised funds is 10672664436 yuan. 2、 Deposit and management of raised funds
(I) management of raised funds
In order to standardize the management of the company’s raised funds and protect the rights and interests of investors, in accordance with the securities law of the people’s Republic of China, 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 Listing Rules of GEM stocks of Shenzhen Stock Exchange and the guidelines for the self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies and other relevant laws According to the relevant provisions of laws and regulations, normative documents and the management system for raised funds formulated by the company, the company has opened a special account for raised funds in the bank and implemented special account storage management for the raised funds.
(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 account is as follows:
Unit: Yuan
Account type and account balance of deposit bank
Industrial Bank Co.Ltd(601166) Beijing Dongsi sub branch current account 32134010010017256110503316
Industrial Bank Co.Ltd(601166) Beijing Dongsi sub branch current account 32134010017268610639761368
Account type and account balance of deposit bank
Industrial Bank Co.Ltd(601166) Beijing Dongsi sub branch current account 32134010017244436851.94
Industrial Bank Co.Ltd(601166) Beijing Dongsi sub branch current account 3213401001001720516953.07
Special current account of Olympic Village sub branch of Guangdong Development Bank 955088 Qingdao Weflo Valve Co.Ltd(002871) 010072125574.51
Special current account of Olympic Village sub branch of Guangdong Development Bank 955088021662020010773207.59
Shanghai Pudong Development Bank Co.Ltd(600000) Beijing Anhuaqiao sub branch current account 911800788012 Shenzhen Guohua Network Security Technology Co.Ltd(000004) 7281410.41
Total 10672664436
3、 Actual use of raised funds in 2021
(I) comparison table of use of raised funds
See attached table 1 for the actual use of the company’s raised funds in 2021.
(II) changes in the place and mode of implementation of the project invested with raised funds
On June 22, 2021 and July 13, 2021, the company held the 24th Meeting of the Fourth Board of directors and the second extraordinary general meeting of shareholders in 2021 respectively, deliberated and passed relevant proposals, and agreed to use all the funds raised from the “LED application industrial park construction project” to permanently supplement the working capital of Leyard Optoelectronic Co.Ltd(300296) TV; The 547438 million yuan raised by Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D center project was used for the “Southern headquarters project of LED application industry”, and the 547438 million yuan was increased to Shenzhen Leyard Optoelectronic Co.Ltd(300296) which is a wholly-owned subsidiary of the company. Unit: Yuan
No. project name raised funds committed investment adjustment amount adjusted total investment amount
1 LED application industry south headquarters project 380000 Shenzhen Fountain Corporation(000005) 47438192343474381923
2 LED application industrial park construction project 11 Shanghai Pudong Development Bank Co.Ltd(600000) 0000 -11120890000479110000
3 Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D center project of 6 Shanghai Pudong Development Bank Co.Ltd(600000) 000 -53552220001244778000
4. Replenish working capital 22654716982
5. Permanent supplementary working capital 11376741263
Note: 1. The difference between the increased amount of the South headquarters project of LED application industry and the reduced amount of Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D center project is 119159923 yuan, which is the interest expense of the original raised investment project Leyard Optoelectronic Co.Ltd(300296) (Xi’an) intelligent R & D Center project (deducting the handling fee); 2. The difference between the reduced amount of the LED application industrial park construction project and the increased amount of the permanent supplementary working capital project is 255851263 yuan, which is the interest expense of the LED application industrial park construction project of the original raised investment project (deducting the handling fee).
(III) early investment and replacement of raised investment projects
In 2021, there was no advance investment and replacement of raised investment projects in the company.
(IV) temporary replenishment of working capital with idle raised funds
On December 14, 2020, the company held the 13th meeting of the 4th board of directors and the 13th meeting of the 4th board of supervisors, deliberated and passed relevant proposals, and agreed that the company would use idle raised funds of no more than 12 million yuan to temporarily supplement working capital for production and operation related to the company’s main business. The service life would not exceed 12 months from the date of approval of the audit by the board of directors, and would be returned to the special account for raised funds upon expiration. The company’s use of some idle raised funds to temporarily supplement working capital this time will not affect the normal construction and progress of the investment project with raised funds. If the implementation progress of the investment project with raised funds is ahead of the need for funds, the company will return the idle raised funds to the special account for raised funds in time to ensure that the progress of the investment project with raised funds is not affected. As of December 31, 2021, the company has returned all funds to the special account for raised funds.
(V) use of surplus raised funds
The company did not use the surplus raised funds in 2021.
(VI) use of over raised funds
The company has no use of over raised funds.
(VII) purpose and destination of unused raised funds
As of December 31, 2021, the balance of the company’s unused raised funds was 10672664436 yuan, of which 10672664436 yuan was deposited in the special account for raised funds in the form of current deposit.
(VIII) other information about the use of raised funds
On December 14, 2020, the company held the 13th meeting of the 4th board of directors and the 13th meeting of the 4th board of supervisors, deliberated and passed relevant proposals, and agreed that the company would use the idle raised funds of no more than 250 million yuan to purchase financial products with high safety, good liquidity and principal guaranteed. Within this limit, the funds could be used on a rolling basis, and the investment period would be effective within 12 months from the date of deliberation and approval by the board of directors.
In 2021, the company purchased 45 million yuan of financial products on a rolling basis. 4、 Change the use of funds for investment projects with raised funds
On June 22, 2021 and July 13, 2021, the company held the 24th Meeting of the Fourth Board of directors and the second extraordinary general meeting of shareholders in 2021 respectively, deliberated and adopted relevant proposals, and agreed to fully raise the 1137674 million yuan of the “LED application industrial park construction project”
