Huatai United Securities Co., Ltd
About Anhui Truchum Advanced Materials And Technology Co.Ltd(002171)
Verification opinions on cash management using some temporarily idle raised funds
Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities" or "the sponsor") is the sponsor of Anhui Truchum Advanced Materials And Technology Co.Ltd(002171) (hereinafter referred to as " Anhui Truchum Advanced Materials And Technology Co.Ltd(002171) " or "the company") to publicly issue convertible corporate bonds in 2019, In accordance with the provisions of laws, regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 13 - recommendation business, and the regulatory guidelines for listed companies No. 2 - regulatory requirements for the management and use of raised funds of listed companies, Huatai United Securities has carefully verified the cash management of Chujiang Xincai's use of some temporarily idle raised funds from the public issuance of convertible corporate bonds in 2019. The specific verification is as follows:
1、 Basic information of raised funds
With the approval of the reply on Approving the public issuance of convertible corporate bonds by Anhui Chujiang science and technology new materials Co., Ltd. (zjxk [2020] No. 353) issued by the China Securities Regulatory Commission, the company issued convertible corporate bonds with a total face value of 1830 million yuan to the public, with a face value of 100 yuan each, After deducting the total issuance expenses of RMB 14.376 million, the net amount of funds actually raised was RMB 1815.624 million. The above raised funds were in place on June 10, 2020 and verified by Rongcheng Certified Public Accountants (special general partnership) Rongcheng Yanzi [2020] No. 241z0002 capital verification report. The company has adopted a special account for the raised funds.
2、 Use of raised funds
(I) use plan of raised funds
After deducting the issuance expenses, the company will invest in the following projects by issuing shares to purchase assets and raising supporting funds:
Unit: 10000 yuan
No. project name project total investment amount raised
1 high precision copper alloy strip foil project with an annual output of 50000 tons 72485.00 60000.00
2 reconstruction and expansion project of 60000t / a high-precision copper alloy calendering belt (phase II and III) 27231.00 27000.00
3. Green intelligent manufacturing high-precision and high conductivity copper based material project with an annual output of 300000 tons (phase I) 127192.00 48000.00
4 high precision copper alloy wire rod project with an annual output of 20000 tons 17200.00 8000.00
5 supplementary liquidity capital 40000.00 38562.40
Total 284108.00 181562.40
The company held the 11th meeting of the 5th board of directors on June 29, 2020, deliberated and adopted the proposal on establishing subsidiaries and changing the implementation subject of some convertible corporate bonds to raise funds for investment projects. In order to further strengthen the responsibility of the implementation subject of raised investment projects, accelerate the progress of project construction and promote the early operation and effectiveness of raised investment projects, The company plans to set up a new subsidiary with funds raised from the "300000 tons per year green intelligent manufacturing high-precision and high conductivity copper base material project (phase I)", which is responsible for the construction and operation of the "300000 tons per year green intelligent manufacturing high-precision and high conductivity copper base material project (phase I)", That is, the original implementation subject of the "300000 tons per year green intelligent manufacturing high-precision and high conductivity copper based material project (phase I)" was changed from Anhui Chujiang high tech Electric Material Co., Ltd., a wholly-owned subsidiary of the company, to Anhui Xinhai high conductivity New Material Co., Ltd., a newly established subsidiary. The relevant budget after the change of the investment project with raised funds is as follows:
Unit: 10000 yuan
No. project name project total investment raised amount remarks
1. 50000 tons of high-precision copper alloy strip foil project 72485.00 60000.00
2. The annual output of 60000 tons of high-precision copper alloy calendering belt is expanded by 27231.00 27000.00
Project under construction (phase II and III)
Implementation subject of 300000 tons of green intelligent manufacturing high-precision and high conductivity copper: An3 base material project (phase I) 127192.00 48000.00 huixinhai high conductivity New Material Co., Ltd
4 high precision copper alloy wire rod project with an annual output of 20000 tons 17200.00 8000.00
5 supplementary liquidity capital 40000.00 38562.40
Total 284108.00 181562.40
(II) use and balance of raised funds
As of December 31, 2021, the company's public issuance of A-share convertible corporate bonds in 2019 has used a total of 689.546 million yuan of raised funds, and the remaining raised funds are 1166.7449 million yuan (including the accumulated bank deposit interest received minus bank handling charges and the income from purchasing principal guaranteed financial products)
Unit: 10000 yuan
Project amount
Total raised funds 183000.00
Less: accumulative issuance expenses paid 1367.32
Less: accumulated use of raised funds 68950.46
Plus: financial management income and interest income of raised funds 3992.27
The balance of raised funds is 116674.49
Including: working capital supplemented by raised funds 25500.00
Purchase of financial products 57000.00
Current balance of raised funds account 34174.49
As of December 31, 2021, the company has publicly issued A-share convertible corporate bonds in 2019
The use of capital investment projects is as follows:
Unit: 10000 yuan
S / n project name total investment of implementing entity project cumulative amount of raised funds invested
1. 50000 T / a high-precision copper alloy strip foil Anhui Truchum Advanced Materials And Technology Co.Ltd(002171) 72485.00 3621.70 project
2. With an annual output of 60000 tons of high-precision copper alloy, Qingyuan Chujiang copper has 27231.00 217.87 extension belt reconstruction and expansion project (phase II and III) Co., Ltd
3. Green intelligent manufacturing with an annual output of 300000 tons high precision Anhui Xinhai gaodaoxin 127192.00 26539.71 high conductivity copper based material project (phase I) materials Co., Ltd
4. Wuhu Chujiang alloy copper 17200.00 8.78 Project Co., Ltd. with an annual output of 20000 tons of high-precision copper alloy wire rod
5 supplementary liquidity Anhui Truchum Advanced Materials And Technology Co.Ltd(002171) 40000.00 38562.40
Total 284108.00 68950.46
3、 Basic information of cash management using temporarily idle raised funds this time
Investment purpose: in order to improve the use efficiency of the company's funds and make rational use of idle raised funds, without affecting the construction of raised funds and the use of raised funds, according to the guidelines for the supervision of listed companies No. 2 - 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 guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the company and its subsidiaries, in combination with the actual operation, It is proposed to use the temporarily idle raised funds to purchase principal guaranteed financial products (the amount of cash management by the company using the raised funds this time shall not exceed the previously used raised funds
Therefore, it does not involve the increase of raised funds for cash management) to increase income and seek a better return on investment for the company and shareholders.
Investment amount and variety: the company and its subsidiaries use the idle raised funds of no more than 800 million yuan (including principal) from the public issuance of convertible corporate bonds in 2019 for cash management to purchase financial products with high safety, good liquidity and meeting the capital preservation requirements. The main issuers of investment varieties are commercial banks and other financial institutions. Within the above amount, Funds can be used on a rolling basis.
Investment period: the investment period of principal guaranteed financial products purchased with idle raised funds shall not exceed 12 months from the date of deliberation and approval by the board of directors. Within this validity period, the investment period of a single financial product purchased by the company with idle raised funds shall not exceed 12 months and shall be used rolling within the authorized amount.
Source of funds: the investment funds are raised funds temporarily idle by the company and its subsidiaries.
Decision making procedure: according to the company's self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and the raised funds management system, the proposal on using idle raised funds to purchase principal guaranteed financial products does not need to be submitted to the company's general meeting for deliberation. The independent directors and the recommendation institution of the company shall express independent opinions and verification opinions respectively.
The company and its subsidiaries have no relationship with the financial institutions providing financial products.
4、 Investment risk and control measures
1. Investment risk
(1) Although financial products belong to low-risk investment varieties, the financial market is greatly affected by macro-economy, and it is not ruled out that the investment is affected by market fluctuations;
(2) The company will intervene appropriately according to the economic situation and changes in the financial market, so the actual income of short-term investment is unpredictable.
2. In view of the above investment risks, the measures to be taken by the company are as follows:
(1) After the review and approval of the board of directors, the chairman of the board of directors and the person in charge of finance of the company are authorized to organize the implementation. The Finance Department of the company will timely analyze and track the investment direction of financial products and the progress of the project. If it is found that there are risk factors that may affect the safety of the company's funds, it will timely take corresponding measures to control the investment risk;
(2) Responsible person of the company's internal audit department
