Sinomine Resource Group Co.Ltd(002738) about
Special report on the use of previously raised funds
The company and its directors, supervisors and senior managers guarantee that the contents of the announcement are true, accurate and complete, and are liable for false records, misleading statements or major omissions in the announcement.
1、 Previous fund raising
(I) the amount of funds raised last time and the time of receipt of funds
1. Issuing shares and paying cash to purchase assets
In August 2018, with the approval of the reply on approving Sinomine Resource Group Co.Ltd(002738) exploration Co., Ltd. to issue shares to purchase assets and raise supporting funds from sun Meichun and others (zjxk [2018] No. 1205) of China Securities Regulatory Commission, the company reported to sun Meichun, Zhong Haihua, Feng Xiuwei, Xiong Ju, Hong Yanzhong, Shi Guangrong, long long, Hu Zhimin Xinyu Chunpeng Investment Management Center (limited partnership) and Fuhai Gutou Bang (Wuhu) No. 4 equity investment partnership (limited partnership) issued shares to purchase 100% equity of Dongpeng Xincai held by them.
As of August 9, 2018, the company has received a contribution of 140077734768 yuan from the object of non-public offering of shares. Daxin Certified Public Accountants (special general partnership) has verified the capital of the company’s issuing shares and paying cash to purchase assets, and issued the capital verification report (daxinyz [2018] No. 100105). The new shares issued this time have gone through the share registration formalities in zhongdeng Shenzhen Branch on August 23, 2018.
2. Funds raised through non-public offering
With the approval of the reply on approving Sinomine Resource Group Co.Ltd(002738) exploration Co., Ltd. to issue shares to purchase assets and raise supporting funds from sun Meichun and others (CSRC license 2018 [1205]) issued by China Securities Regulatory Commission, the supporting funds raised by the company through non-public issuance of RMB common shares (A shares) shall not exceed 429222500 yuan. As of April 19, 2019, 27097380 RMB ordinary shares (A shares) have been actually issued, and the total amount of funds raised is 42922249920 yuan. After deducting the issuance expenses of 15700000000 yuan such as underwriting fee, recommendation fee, audit fee, lawyer fee and information disclosure, the net amount of funds actually raised is 41352249920 yuan.
The total amount of the funds raised by the sponsor in Jinzhou sub branch (hereinafter referred to as the “main underwriter’s fee”) on June 20, 2019 shall be deducted from the “main underwriter’s fee of . The above raised funds and newly increased registered capital and share capital have been verified by Daxin Certified Public Accountants (special general partnership), and a capital verification report (dxyz [2019] No. 1-0050) has been issued. In order to standardize the management and use of the raised funds, the company signed the tripartite supervision agreement on the raised funds with the sponsor China Securities Co.Ltd(601066) , and Beijing Fuchengmen sub branch of Jinzhou Bank Co., Ltd. on April 29, 2019, and implemented strict approval procedures for the use of the raised funds to ensure that the special funds are used for special purposes.
3. Issuance of convertible corporate bonds
On May 14, 2020, approved by the reply on approving Sinomine Resource Group Co.Ltd(002738) public issuance of convertible corporate bonds (zjxk [2020] No. 920) of China Securities Regulatory Commission, the company publicly issued convertible corporate bonds with a total face value of 80000000000 for a period of 6 years. The company shall raise RMB 80000000000 for the issuance of convertible corporate bonds, and the actually raised funds are RMB 80000000000. After deducting the recommendation and underwriting fee of RMB 2200000000, the actually received subscription funds for convertible corporate bonds are RMB 77800000000. All the above raised funds were in place on June 17, 2020 and verified by Daxin Certified Public Accountants (special general partnership), and a capital verification report (daxinyz [2020] No. 100077) was issued.
2、 Actual use of the previously raised funds
1. Issuing shares and paying cash to purchase assets
As of March 31, 2022, the actual use of the company’s issuance of shares and payment of cash to purchase assets is detailed in “annex 1-1 comparison table of the use of previously raised funds” of this report.
2. Funds raised through non-public offering
As of July 15, 2019, the net amount (principal) of raised funds in the company’s special account for raised funds of 41622249920 yuan and the interest generated from the deposit of raised funds have been fully used according to the specified purposes. The company has gone through the cancellation procedures of the above special account for raised funds in accordance with the regulations. The tripartite supervision agreement on raised funds signed by the company with China Securities Co.Ltd(601066) and Fuchengmen sub branch of Jinzhou Bank Co., Ltd. is terminated immediately.
As of March 31, 2022, the actual use of the company’s non-public raised funds is detailed in “annex 1-2 comparison table of the use of previously raised funds” of this report.
3. Issuance of convertible corporate bonds
As of March 31, 2022, the net amount (principal) of the raised funds in the company’s special account for raised funds of 77800000000 yuan and the interest generated from the deposit of raised funds of 117448841 yuan have been fully used according to the specified purposes. The company has gone through the cancellation procedures of the above special account for raised funds in accordance with relevant regulations on October 15, 2020. The tripartite supervision agreement on raised funds signed by the company with China Securities Co.Ltd(601066) and Bank Of Beijing Co.Ltd(601169) Shuangyushu sub branch will be terminated immediately.
As of March 31, 2022, the actual use of the company’s issuance of shares and payment of cash to purchase assets is detailed in “annex 1-3 comparison table of the use of previously raised funds” of this report.
3、 Changes in raised funds
As of March 31, 2022, the actual investment projects of the company’s previously raised funds have not changed, and there are no previously raised funds that have not been used.
4、 Advance investment and replacement of investment projects with raised funds
(I) issuing shares and paying cash to purchase assets
As of March 31, 2022, the company issued shares and paid cash to purchase assets
Unit: RMB 10000
Project name total investment raised funds self raised funds early investment exchange amount
Input amount
1. Purchase 100% equity of Dongpeng Xincai 14007773 0.00 0.00
Total 14007773 0.00 0.00
(II) funds raised by non-public offering
As of March 31, 2022, the company has invested the funds raised by non-public offering in the projects of raising funds. Unit: RMB 10000
Project Name: total investment to be invested in raised funds self raised funds early investment exchange amount
Input amount
1. Purchase 39922254164312169000169000 assets from sun Meichun, etc
Total 39922254164312169000169000
(III) issuance of convertible corporate bonds
According to the prospectus, if the time when the raised funds are in place is inconsistent with the project implementation progress, the company can invest other funds first according to the actual situation, and replace them after the raised funds are in place.
From June 17, 2019, the date when the company deliberates the resolution of the board of directors on convertible corporate bonds, as of March 31, 2022, the company has invested in the investment projects with raised funds in advance with self raised funds. The details are as follows:
Unit: RMB 10000
Project name total investment amount to be invested raised funds self raised funds replacement amount invested in advance
No. amount
1. Acquisition of Cabot special flow business unit of 926260380 China Baoan Group Co.Ltd(000009) 2626037728600
Total 926260380 China Baoan Group Co.Ltd(000009) 2626037728600
5、 Use of idle raised funds
As of March 31, 2022, the company has no idle raised funds.
6、 Balance of funds not yet raised
As of March 31, 2022, the company has no previously raised funds that have not been used.
Annex 1: comparison table of use of raised funds
Annex 2: comparison table of realized benefits of projects invested with raised funds
Sinomine Resource Group Co.Ltd(002738) board of directors may 23, 2022 annex 1-1:
Comparison table of the use of the previously raised funds
Monetary unit: RMB 10000
Total raised funds: 14007773 total used raised funds: 14007773
Total amount of raised funds for change of purpose: 0.00 total amount of raised funds used in each year: 14007773
Proportion of total funds raised for changing purposes: 0.00% 2018: 14007773
The total investment amount of the raised funds of the investment project is the cumulative investment amount of the raised funds on the closing date, and the actual investment amount and the project after the raising have reached the expected serviceable condition
Sequence commitment before raising, commitment after raising, actual investment commitment before raising, commitment after raising, actual investment commitment after raising, difference status date of committed investment amount (or project completion date, committed investment project, actual investment project, investment amount, investment amount, engineering degree)
1. Purchase of Dongpeng new material purchase of Dongpeng new material 1400777314007773140077731400777314007773 – 100.00% 100% equity 100
