Western Securities Co.Ltd(002673)
About Hunan Jiudian Pharmaceutical Co.Ltd(300705)
Special verification opinions on adjusting some investment projects with raised funds
Western Securities Co.Ltd(002673) (hereinafter referred to as " Western Securities Co.Ltd(002673) " or "sponsor") as a sponsor of Hunan Jiudian Pharmaceutical Co.Ltd(300705) (hereinafter referred to as " Hunan Jiudian Pharmaceutical Co.Ltd(300705) " or "company") issuing convertible bonds to unspecified objects, according to the measures for the administration of securities issuance and listing sponsorship business and the guidance No. 2 on the supervision of listed companies - regulatory requirements for the management and use of raised funds of listed companies In accordance with the provisions of relevant laws, regulations and normative documents such as the Listing Rules of Shenzhen Stock Exchange on the gem and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of listed companies on the gem, careful verification has been conducted on the adjustment of some investment projects with raised funds. The specific verification is as follows:
1、 Basic information of raised funds
With the approval of the reply on Approving the registration of Hunan Jiudian Pharmaceutical Co.Ltd(300705) issuing convertible corporate bonds to unspecified objects (zjxk [2021] No. 62) issued by the China Securities Regulatory Commission, the company issues convertible corporate bonds of no more than RMB 270000000.00 to unspecified objects. In this issuance of convertible corporate bonds to unspecified objects, the face value of each bond is RMB 100, the number of bonds issued is 2700000.00, the issue price is RMB 100 / sheet, the total amount of funds raised is RMB 270000000.00, after deducting the issuance expenses (excluding tax) of RMB 7379028.29, the actual net amount of funds raised is RMB 262620971.71. All the above raised funds were in place on April 8, 2021, which was verified by Zhongshen Zhonghuan Certified Public Accountants (special general partnership) and issued the capital verification report (Zhong Huan Yan Zi [2021] No. 1100011).
The raised investment projects and the use plan of raised funds disclosed by the company in the prospectus for the issuance of convertible corporate bonds to unspecified objects on the gem are as follows:
Unit: 10000 yuan
No. project name investment amount raised fund proposed investment amount construction period
1 new drug R & D 13115.00 10834.00 60 months
No. project name investment amount raised fund proposed investment amount construction period
2 external preparation workshop expansion project 10611.54 8113.06 12 months
3. Supplementary working capital 8052.94 8052.94-
Total 31779.48 27000.00-
2、 Adjust the situation of some raised investment projects
As of December 31, 2021, the production expansion construction project of external preparation workshop has invested a total amount of RMB 12.9682 million. The original construction period of the project was 12 months. The equipment of some production lines planned to be built in the project was planned to be imported from Japan. Due to the repeated impact of the epidemic, the company was unable to visit Japan as scheduled, so the construction of the project did not reach the planned progress.
1. Adjustment of production capacity of some raised investment projects
The production capacity of the external preparation workshop expansion project originally planned by the company is 24 million stickers. With the further standardization of the company's production management, the technical innovation, process optimization and equipment improvement of production technicians, a unique production technology and fine management mode of production has been formed, which not only ensures the quality, but also drives the improvement of the overall production capacity. After comprehensive research and analysis, the company appropriately adjusted the production capacity of the external preparation workshop expansion construction project to 56 million stickers.
2. Adjust the situation of some equipment of some raised investment projects
In order to further meet the market demand and better improve the production capacity of external preparation and the comprehensive supporting capacity and utilization rate of equipment, the company will appropriately adjust the model and quantity of some equipment in the production line of the external preparation workshop expansion construction project. If the raised funds fail to meet the needs of equipment adjustment in the future, the company will use its own funds to supplement. The adjustment of key equipment is as follows:
After adjustment
Changes in specification or quantity of production equipment of the project specification or quantity model of production equipment
The model of mixer XDM 1 was changed, and the number of mixing paste machine 250nd 2 was increased
Production line 1 coating machine NSP type 1 model change with automatic stacking, gathering and transportation nsp-3 1 delivery coating model
Four side sealing packaging machine 1 model change with zipper function four 120ns 1 side sealing packaging machine p model
After adjustment
Changes in specification or quantity of production equipment of the project specification or quantity model of production equipment
Model change of multi-dimensional paste mixer 1 and 200
increase in numbers
Production line 2 coater 150 type 1 model change, coater 600 type 2
increase in numbers
Four side sealing packaging machine 1 model change, four 100 with zipper function 2
Increase the number of side sealing packaging machines
The adjustment of the above equipment will bring some changes to the production capacity.
3. Adjust the implementation location and progress of some raised investment projects
With the rapid growth of the company's product sales scale, the capacity of the existing production line has been difficult to match the rapidly growing market demand. Considering the company's long-term development and future production capacity layout, the company has reached an investment project cooperation intention with the Management Committee of Liuyang economic and Technological Development Zone to purchase industrial land within the planning scope of Liuyang economic and Technological Development Zone. The land is located at Jiankang avenue of Liuyang economic and Technological Development Zone for the construction of high-end preparation R & D industrial park.
In order to make better use of the raised funds, improve the quality of raised investment projects and optimize resource allocation, the company added the implementation location of the production expansion construction project of external preparation workshop and adjusted the construction cycle. Specific adjustments are as follows:
Item name adjustment category adjusted before adjustment
No. 1, Jiankang Avenue, Liuyang Economic Development Zone
The implementation site of the external preparation workshop is the first floor of the complex building of the existing plant, the first floor of the complex building of the existing plant, and Jiankang avenue of Liuyang production expansion construction project
The construction period is 12 months and 32 months
As of the disclosure date of this announcement, the implementation site of the above-mentioned new raised investment project has obtained the reply on the environmental impact report form of the construction project of Hunan Jiudian Pharmaceutical Co.Ltd(300705) high-end preparation R & D Industrial Park issued by Changsha Ecological Environment Bureau {changeia (Liuyang) [2021] No. 304}.
The planned total investment of the production expansion construction project of external preparation workshop was 106.1154 million yuan, the planned investment was 81.1306 million yuan, and 12.9682 million yuan has been invested. The new implementation location of the project is the location of the construction project of high-end preparation R & D Industrial Park (phase I) newly invested and constructed by the company, with a total investment of 157.4172 million yuan. For the increased investment in the new implementation location, the company will supplement it with its own funds.
3、 Impact of adjustment on some raised investment projects
The adjustment of some raised investment projects is a prudent decision made by comprehensively considering the company's development plan, actual operation, internal and external environment and other factors. The appropriate adjustment of raised investment projects is more reasonable and effective, which meets the company's development plan and actual needs. This event does not involve the change of the investment direction, purpose or implementation mode of the raised funds, the background of the project construction, the investment amount of the raised funds and the implementation subject, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders. The company will strictly abide by the guidelines for the supervision of listed companies No. 2 - regulatory requirements for the management and use of raised funds by listed companies, 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 companies listed on gem and other relevant provisions, and strengthen the internal and external supervision on the use of raised funds, Ensure the legal and effective use of the raised funds.
4、 Review procedure
On January 11, 2022, the seventh meeting of the third board of directors and the seventh meeting of the third board of supervisors respectively deliberated and adopted the proposal on adjusting some investment projects with raised funds. The independent directors expressed their independent opinions on this matter, which need not be submitted to the general meeting of shareholders for deliberation.
5、 Verification opinions of the recommendation institution
After verification, the recommendation institution Western Securities Co.Ltd(002673) believes that:
Hunan Jiudian Pharmaceutical Co.Ltd(300705) the adjustment of some investment projects with raised funds has been deliberated and adopted at the seventh meeting of the third board of directors and the seventh meeting of the third board of supervisors. The independent directors have expressed their independent opinions and performed the necessary legal procedures. This adjustment does not involve the change of the investment direction, purpose or implementation mode of the raised funds, the background of the project construction, the investment amount of the raised funds and the implementation subject, and there is no situation of changing the investment direction of the raised funds in a disguised manner and damaging the interests of shareholders. The contents and review procedures of this commitment change 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, 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, etc, There is no situation that damages the interests of shareholders of the company, especially minority shareholders.
In conclusion, the recommendation institution has no objection to Hunan Jiudian Pharmaceutical Co.Ltd(300705) adjusting some investment projects with raised funds.
(no text below)
(there is no text on this page, which is the signature page of Western Securities Co.Ltd(002673) special verification opinions on Hunan Jiudian Pharmaceutical Co.Ltd(300705) adjusting some investment projects with raised funds) sponsor representative:
Su Huafeng, Wang Wenxi
Western Securities Co.Ltd(002673) January 11, 2022
