Securities code: 002600 securities abbreviation: Lingyi Itech (Guangdong) Company(002600) Announcement No.: 2022-006 Lingyi Itech (Guangdong) Company(002600)
On the use of raised funds
Announcement on capital increase to wholly-owned subsidiaries through wholly-owned subsidiaries
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.
The 16th meeting of the 5th board of directors of Lingyi Itech (Guangdong) Company(002600) (hereinafter referred to as “the company”) was held on January 17, 2022 by on-site combined with communication voting. The meeting shall be held in accordance with the provisions of the company law and the articles of association. The meeting deliberated and approved the proposal on using the raised funds to increase capital to the wholly-owned subsidiary through the wholly-owned subsidiary, and agreed that the company use the raised funds to increase capital to the wholly-owned subsidiary Suzhou Lingyu Electronic Technology Co., Ltd. (hereinafter referred to as Suzhou Lingyu) through the wholly-owned subsidiary Lingyi Technology (Shenzhen) Co., Ltd. (hereinafter referred to as “Lingyi technology”) Then, Suzhou Lingyu, a wholly-owned subsidiary, will increase its capital to its wholly-owned subsidiary Suzhou appreciate Intelligent Technology Co., Ltd. (hereinafter referred to as “Suzhou appreciate”) for the implementation of raised capital investment projects (hereinafter referred to as “raised investment projects”). The relevant information is hereby announced as follows:
1、 Availability of supporting funds raised this time
Approved by the reply on approving Lingyi Itech (Guangdong) Company(002600) non-public offering of shares (zjxk [2019] No. 2574) of China Securities Regulatory Commission, the company is approved to issue 120 million RMB common shares (A shares) in the form of non-public offering of shares to the public, with a par value of RMB 1 per share and an issue price of RMB 9.31 per share, The total amount of raised funds is 299999992.36 yuan. After deducting 27599167.25 yuan of various issuance expenses, the net amount of raised funds is 2972400825.11 yuan. The availability of the above raised funds has been verified by Dahua Certified Public Accountants (special general partnership) and issued the capital verification report on the raised funds of Lingyi Itech (Guangdong) Company(002600) non-public development bank RMB common shares (A shares) (Dahua Yan Zi [2020] No. 000264). The company adopts a special account storage system for the raised funds, and has signed a tripartite agreement on the raised funds with the recommendation institution and the deposit bank of the raised funds
2、 Investment projects with raised funds
According to the company’s long-term development strategy and fund demand, in order to improve the use efficiency of raised funds, the company held the 15th meeting of the 5th board of directors and the 11th meeting of the 5th board of supervisors on December 27, 2021, The first extraordinary general meeting of shareholders in 2022 was held on January 12, 2022, which deliberated and approved the proposal on changing some investment projects of raised funds, and agreed that the company would adjust “electromagnetic functional material project”, one of the investment projects of non-public offering of shares, The remaining raised funds of 490 million yuan and interest will be used to invest in the “new touch panel and keyboard module project”. The implementation subject of this project is Suzhou appreciate Intelligent Technology Co., Ltd., a wholly-owned subsidiary.
The investment projects of funds raised by non-public offering of shares after this change are as follows:
Unit: RMB 10000
No. project name total project investment amount of raised funds to be used
1 precision metal processing project 185714.76 156600.00
2 electromagnetic functional material item 66584.98 5400.00
3 supplementary working capital 89000.00 89000.00
4. New touchpad and keyboard module project 100000.00 49000.00
Total 441299.74 300000.00
3、 Details of this capital increase
1. The company plans to increase the capital of Lingyi technology by RMB 344 million. After the capital increase, the registered capital of Lingyi technology will increase from 1630 million yuan to 1974 million yuan. Meanwhile, in order to ensure the smooth implementation of the raised investment project, Lingyi technology will increase the capital to Suzhou Lingyu, and then Suzhou Lingyu will increase the capital to Suzhou Lingyu. 2. In order to ensure the smooth implementation of the new touch panel and keyboard module project, according to the implementation progress of the raised investment project, Lingyi technology plans to increase the capital of RMB 300 million to Suzhou Lingyu. After the capital increase, the registered capital of Suzhou Lingyu will increase from 299.55 million yuan to 599.55 million yuan.
3. After Lingyi technology increases its capital to Suzhou Lingyu, it is proposed that Suzhou Lingyu will increase its capital by 300 million yuan. After the capital increase, Suzhou appreciates that the registered capital will increase from 10 million yuan to 310 million yuan.
All the funds injected this time will be used for the implementation and construction of raised investment projects.
This capital increase does not constitute a connected transaction, nor does it constitute a major asset reorganization as stipulated in the administrative measures for major asset reorganization of listed companies. This capital increase is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders of the company for deliberation. At the same time, the board of directors of the company authorizes the management of Lingyi technology, Suzhou Lingyu and Suzhou appreciate to be responsible for handling the relevant industrial and commercial change registration procedures.
4、 Basic information of the capital increase object
(I) Lingyi Technology (Shenzhen) Co., Ltd
Registered address: Room 201, building 32, Xuri factory, No. 102, Xinxia Avenue, Shanxia community, Pinghu street, Longgang District, Shenzhen
Legal representative: Hui Ling
Registered capital: 1630 million yuan
Date of establishment: July 6, 2012
Business scope: general business items are: China’s foreign trade; Engaged in the import and export of goods and technology. Sales of raw and auxiliary materials and accessories required for the products produced and sold by the company. The licensed business items are: production and sales of hardware products; Production and sales of chemical products; Production and sales of nuclear rubber, plastic and silica gel products; Production and sales of die clamp and fixture products, R & D, production and sales of new electronic components, conductive materials, thermal insulation materials, shielding and radiation protection materials, optical materials and polymer film materials; Development, production and sales of industrial Siasun Robot&Automation Co.Ltd(300024) and core parts, automation equipment, vision system and software; Precision machining and surface treatment of metal components, R & D, production and sales of high-precision abrasives and functional modules; Production and operation of new electronic components, mobile phones and computer accessories.
Ownership structure: the company holds 100% equity of Lingyi technology.
Main individual financial data:
Unit: RMB 10000
September 30, 2021 (Unaudited) December 31, 2020 (audited)
Total assets 757193.99 684981.21
Total liabilities 440113.23 366071.17
Net assets 317080.76 318910.04
January September 2021 (Unaudited) year 2020 (audited)
Operating income 200508.43 160135.76
Total profit 208449.64 89415.48
Net profit 207392.73 89027.38
After inquiry, Lingyi technology is not listed as the dishonest executee, and its operation, finance and credit status are in good condition. (II) Suzhou Lingyu Electronic Technology Co., Ltd
Registered address: No. 2988, Taidong Road, Huangdai Town, Xiangcheng District, Suzhou
Legal representative: Gu Danan
Registered capital: RMB 299.55 million
Date of establishment: December 10, 2012
Business scope: general projects: research and development of electronic special materials; Research and development of mechanical equipment; Manufacturing of electronic components; Manufacturing of electronic components and electromechanical components; Sales of electronic components and electromechanical components and equipment; Sales of power electronic components; Sales of wearable smart devices; Wearable intelligent device manufacturing; Intelligent basic manufacturing equipment manufacturing; Sales of intelligent basic manufacturing equipment; Industrial Siasun Robot&Automation Co.Ltd(300024) manufacturing; Industrial Siasun Robot&Automation Co.Ltd(300024) sales; Research and development of intelligent Siasun Robot&Automation Co.Ltd(300024) ; Intelligent Siasun Robot&Automation Co.Ltd(300024) sales; Mold manufacturing; Mold sales; Manufacturing of machine tool functional parts and accessories; Sales of machine tool functional parts and accessories; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion (except for projects subject to approval according to law, business activities shall be carried out independently according to law with business license)
Ownership structure: Lingyi technology holds 100% equity of Suzhou Lingyu.
Main individual financial data:
Unit: RMB 10000
September 30, 2021 (Unaudited) December 31, 2020 (audited)
Total assets 202425.25 258044.78
Total liabilities 116240.21 178366.87
Net assets 86185.04 79677.91
January September 2021 (Unaudited) year 2020 (audited)
Operating income 195121.82 262460.48
Total profit 11318.31 22240.37
Net profit 10984.23 20436.33
Upon inquiry, Suzhou Lingyu is not listed as a dishonest executee, and its operation, finance and credit status are in good condition. (III) Suzhou appreciate Intelligent Technology Co., Ltd
Registered address: No. 10, Qixin Road, intelligent manufacturing industrial park, Wangting Town, Xiangcheng District, Suzhou legal representative: Li Qingquan
Registered capital: RMB 10 million
Date of establishment: April 16, 2021
Business scope: licensed items: import and export of goods (for items subject to approval according to law, business activities can be carried out only after approval by relevant departments, and the specific business items shall be subject to the approval results) general items: technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Smart home consumer equipment manufacturing; Sales of smart home consumer equipment; Manufacturing of special equipment for semiconductor devices; Sales of special equipment for semiconductor devices; Manufacturing of mechanical and electrical equipment; Manufacturing of electronic components and electromechanical components; Sales of electrical and mechanical equipment; Sales of electronic components and electromechanical components and equipment; Virtual reality equipment manufacturing; Manufacturing of computer software, hardware and peripheral equipment; General equipment manufacturing (excluding special equipment manufacturing); Machining of mechanical parts and components; Sales of mechanical parts and components; Manufacturing of electronic components; Wholesale of electronic components; Wholesale of hardware products; Manufacturing of metal chains and other metal products; Sales of metal chains and other metal products; Manufacturing of other electronic devices; Sales of electronic products (except for items subject to approval according to law, carry out business activities independently according to law with business license)
Ownership structure: Suzhou Lingyu holds 100% equity of Suzhou appreciate.
Main individual financial data:
Unit: RMB 10000
September 30, 2021 (Unaudited)
Total assets 9232.71
Total liabilities 8267.82