Huatai United Securities Co., Ltd
About Anhui Truchum Advanced Materials And Technology Co.Ltd(002171)
Verification opinions on temporarily replenishing working capital with some 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 that Chujiang Xincai uses some idle raised funds from the public issuance of convertible corporate bonds in 2019 to temporarily supplement working capital. 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、 Matters concerning the company's use of idle raised funds to temporarily supplement working capital
(I) temporary replenishment of working capital with idle raised funds in the previous time
The company held the 16th meeting of the 5th board of directors and the 5th meeting of the 5th board of supervisors on January 19, 2021
At the 17th meeting, the proposal on the company's use of some idle raised funds to temporarily supplement working capital was deliberated and adopted. The company and its wholly-owned subsidiaries intend to use some idle raised funds for temporary use of no more than 470 million yuan
Supplementary working capital, including: the use of the funds raised from non-public offering of shares in 2016 shall not exceed RMB 20 million
Replenish working capital when necessary; It is not necessary to use the shares issued and cash paid in 2018 to purchase assets and raise supporting funds
Temporary replenishment of working capital exceeding RMB 50 million; The idle funds raised from the public issuance of convertible corporate bonds in 2019 shall not exceed 400 million yuan (including the principal amount) to temporarily supplement the working capital.
The term of use shall not exceed 12 months from the date of approval by the board of directors, and will be returned to the special account for raised funds upon expiration.
As of December 31, 2021, the company has used idle raised funds to temporarily supplement working capital of RMB 380 million, including: using the funds raised from non-public offering of shares in 2016 to temporarily supplement working capital of RMB 20 million; Use the shares issued and cash paid in 2018 to purchase assets and raise supporting funds to temporarily supplement the working capital of RMB 15 million; Use the idle raised funds from the public issuance of convertible corporate bonds in 2019 to temporarily supplement the working capital of RMB 345 million. As of January 6, 2022, all the above idle raised funds for temporary replenishment of working capital have been returned to the special account for raised capital. For details, see the announcement on returning idle raised funds for temporary replenishment of working capital (Announcement No.: 2022-002) disclosed by the company on January 8, 2022. (II) the plan to use idle raised funds to supplement working capital temporarily
The company invests the raised funds step by step according to the construction progress and capital investment plan of the raised investment project. In order to improve the use efficiency of the raised funds, meet the needs of the company's production and operation for daily working capital, and maximize the interests of the company's shareholders, on the premise of ensuring the use demand of the funds of the raised investment project, The idle raised funds of the company and its subsidiaries from the public issuance of convertible corporate bonds in 2019 shall not exceed 400 million yuan (including this amount) and shall continue to be used to supplement working capital temporarily, with a service life of no more than 12 months from the date of approval by the board of directors.
According to the relevant provisions of Shenzhen Stock Exchange Guidelines on self discipline supervision of listed companies No. 1 - standardized operation of listed companies on the main board, the proposal to temporarily supplement working capital with idle raised funds does not need to be submitted to the general meeting of shareholders of the company for deliberation.
The use of some idle raised funds to temporarily supplement working capital is based on the bank loan interest rate during the use period (12 months)
