Shanghai Stock Exchange document szkss (refinancing) [2022] No. 14
Second round examination and inquiry letter on Qingdao Gaoce Technology Co.Ltd(688556) application documents for issuing convertible corporate bonds to unspecified objects
Qingdao Gaoce Technology Co.Ltd(688556) 、 Guosen Securities Co.Ltd(002736) ：
In accordance with the securities law, the measures for the administration of securities issuance and registration of companies listed on the science and Innovation Board (for Trial Implementation), the rules for the examination and approval of securities issuance and listing of companies listed on the science and Innovation Board of Shanghai Stock Exchange and other relevant laws and regulations, as well as the relevant provisions of the exchange, The audit institution of the exchange reviewed the application documents of Qingdao Gaoce Technology Co.Ltd(688556) (hereinafter referred to as the issuer or company) for issuing convertible corporate bonds to unspecified objects, and formed the second round of questions. 1. Supplementary working capital
According to the first round of replies, in Leshan 12gw machining and supporting projects, the proposed investment amount of raised funds for the purchase of production equipment, tools and instruments is 152.6458 million yuan. Among them, some cutting machines, all square cutting machines and grinding machines required for the project are purchased from the parent company by the subsidiary, and the investment amount of the raised funds to be used is 10.8398 million yuan, 42.7447 million yuan and 68.4019 million yuan respectively; In Leshan 6Gw photovoltaic silicon wafer and supporting projects, the proposed investment of raised funds for the purchase of production equipment, tools and instruments is 246382500 yuan. Among them, the slicer required by the project is purchased by the subsidiary from the parent company, and the investment amount of the raised funds to be used is 139.7882 million yuan. The inventory of the parent company Qingdao hi tech mainly includes cutting equipment such as slicer, square cutting machine, cutting machine, grinding and inversion machine, etc.
The issuer is requested to explain: (1) in combination with the company’s business model and new OEM business, fully demonstrate whether the amount of the raised funds to be used by the subsidiary to purchase production equipment, tools and instruments from the parent company belongs to non capital expenditures such as personnel wages, payment for goods and initial working capital, which should be regarded as supplementing working capital; (2) In combination with the non capital expenditure in each raised investment project, calculate the specific amount actually used to supplement working capital in this raised investment project, and demonstrate whether the proportion of supplementary working capital exceeds 30% of the total raised capital.
The recommendation institution is requested to check and give clear opinions according to question 4 of the examination and answer of securities issuance and listing of listed companies on the science and innovation board.
Please report to the accountant for verification and express clear opinions.
The company is requested to distinguish between “disclosure” and “explanation”. In addition to applying for exemption, the disclosure content shall be added to the prospectus. The explanation content is the content of inquiry reply and does not need to be added to the prospectus; Where the amendment of the prospectus and other application documents is involved, the updated place shall be indicated in bold in regular script, and the amendment description and difference comparison table shall be submitted together; The recommendation institution is requested to carefully check and check the company’s reply item by item, and write the general opinion that “the institution has checked the company’s reply in this reply material to confirm and ensure its authenticity, completeness and accuracy” after the company’s reply.
Shanghai Stock Exchange
January 20, 2002
Key words: inquiry letter on refinancing of Kechuang board
Issued by Shanghai Stock Exchange science and Innovation Board listing Audit Center on January 20, 2022
