Securities code: 603896 securities abbreviation: Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) Announcement No.: 2022-003 bond Code: 113585 bond abbreviation: Shouxian convertible bond
Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896)
On the use of some temporarily idle raised funds
Progress announcement of cash management
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Entrusted financial management trustee: Industrial And Commercial Bank Of China Limited(601398) Wuyi sub branch (hereinafter referred to as ” Industrial And Commercial Bank Of China Limited(601398) Wuyi sub branch”)
Amount of entrusted financial management: 80 million yuan
Name of entrusted financial product: China’s Industrial And Commercial Bank Of China Limited(601398) linked exchange rate range cumulative corporate RMB structured deposit product – special account type 2022 phase 035 e
Term of entrusted financial management: from January 24, 2022 to April 26, 2022
Review procedures performed: on April 27, 2021, Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) (hereinafter referred to as “the company” and ” Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) “) held the 23rd Meeting of the 3rd board of directors and the 18th meeting of the 3rd board of supervisors, and respectively considered and adopted the proposal on using some temporarily idle raised funds and self owned funds for cash management, It is agreed to use idle raised funds with a total amount of no more than RMB 400 million and idle self owned funds with a total amount of no more than RMB 500 million for cash management. The service life is within 12 months from the date of deliberation and approval by the board of directors. Within the above limit and validity period, the funds can be used circularly and rollably. The independent directors of the company gave their independent opinions, and the recommendation institution Guosen Securities Co.Ltd(002736) gave its verification opinions with explicit consent.
1、 The company has recently used some temporarily idle raised funds for cash management and redemption at maturity
On December 17, 2021, the company used some temporarily idle raised funds of RMB 100 million to purchase structural deposits of Industrial And Commercial Bank Of China Limited(601398) Wuyi sub branch. For details, see the company’s website at Shanghai Stock Exchange on December 17, 2021 (www.sse. Com. CN.) The Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) announcement on the progress of cash management using some temporarily idle raised funds (Announcement No.: 2021-079) disclosed. The above structured deposits were deposited in January 2022
On June 18, it was redeemed at maturity, the principal was recovered by 100 million yuan, and the financial income was 232600 yuan.
2、 Overview of entrusted financial management
(I) purpose of entrusted financial management
In order to improve the use efficiency of funds, without affecting the construction of investment projects with raised funds and the normal operation of the company, rational use of some temporarily idle raised funds to purchase financial products with high safety and good liquidity can increase capital income and obtain more returns for the company and shareholders.
(II) source of funds:
1. Source of funds: idle raised funds
2. Basic information of raised funds
1) Funds raised from initial public offering
Approved by the reply on approving Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) initial public offering of shares (zjxk [2017] No. 520) of China Securities Regulatory Commission, the company publicly issued 34.95 million ordinary shares at an issue price of 11.54 yuan per share and raised a total of 403.323 million yuan, After deducting the new share issuance expenses paid by the company for this share issuance, the total amount is RMB 45.16 million, and the net amount of raised funds is RMB 358.163 million. Lixin Certified Public Accountants (special general partnership) has verified the capital availability of the company’s initial public offering and issued a capital verification report (xksbz [2017] No. zf10516). And all of them have been deposited in the special account for raised funds for management.
As of June 30, 2021, the use of raised funds is as follows:
Unit: Yuan
Project name total amount of raised funds to be invested amount of raised funds invested
Construction project of traditional Chinese medicine decoction piece production line 181444200.00 157328578.25
Marketing network construction project 108578200.00 111277679.04
R & D center expansion project 38140600.00 39231296.00
Replenish working capital and repay bank loans 30000000.00 30000000.00
Total 358163000.00 337837553.29
2) Public issuance of convertible corporate bonds to raise funds
With the approval of the reply on approving Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) public issuance of convertible corporate bonds (zjxk [2020] No. 658) issued by the China Securities Regulatory Commission, the company has publicly issued a total of 360 million yuan of convertible corporate bonds, with a face value of 100 yuan each, a total of 36 million, with a term of 6 years. After deducting the issuance expenses paid by the company for the convertible corporate bonds, the net amount of funds actually raised is 349155660.38 yuan.
All the above raised funds have been put in place on June 15, 2020 and deposited in the special account for raised funds for management. Lixin Certified Public Accountants (special general partnership) has verified the receipt of raised funds and issued the capital verification report on the paid in subscription funds (xksbz [2020] No. zf10574). The company adopts a special account storage system for the raised funds and has established relevant special accounts for the raised funds. All the raised funds have been deposited in the special account for raised funds after they are received, and a supervision agreement has been signed with the sponsor and the bank storing the raised funds. As of June 30, 2021, the use of raised funds is as follows:
Unit: Yuan
Project name total amount of raised funds to be invested amount of raised funds invested
Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) health food construction project of Health Industrial Park (base 217500000.00 4486822.00)
Health food construction project of Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) Health Industrial Park (production line construction of health 131655660.38 11385008.00)
Total 349155660.38 15871830.00
As of June 30, 2021, the use of the raised funds of the company is detailed in the website of Shanghai Stock Exchange (www.sse. Com. CN.) on August 25, 2021 Special report on Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) deposit and actual use of raised funds in the half year of 2021 (Announcement No.: 2021-053).
At present, the funds raised by the company’s public issuance of convertible corporate bonds are temporarily idle.
(III) basic information of entrusted financial products
Expected annual income of the entrusted party’s product name type name (10000 yuan) profit rate (%) amount (10000 yuan)
China Industrial And Commercial Bank Of China Limited(601398) linked exchange rate
Industrial And Commercial Bank Of China Limited(601398) structured deposit range cumulative legal person RMB 8000.00 1.30-3.40 26.21-68.56 Wuyi sub branch fund structured deposit product – special account type
2022 035 section e
Product revenue structure refers to whether the estimated annual revenue constitutes a related term type arrangement profit rate (%) (10000 yuan) joint transaction
92 days breakeven floating no 1.05-3.09 26.21-68.56 no
Income type
(IV) the company’s internal control over risks related to entrusted financial management
1. When purchasing financial products, the company will choose investment products with good liquidity, high security and a term of no more than 12 months, and clarify the amount, term, investment varieties, rights, obligations and legal liabilities of both parties;
2. The financial department of the company shall establish an investment account and timely analyze and track the changes in the net value of products. If it is found that there are risk factors that may affect the safety of the company’s funds, it will take corresponding measures in time to control the investment risk;
3. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds, and can hire professional institutions to audit when necessary;
4. The company’s internal audit institution is responsible for conducting a comprehensive inspection of the products, reasonably predicting the possible risks and benefits of various investments according to the principle of prudence, and regularly reporting to the audit committee of the board of directors;
5. The company will disclose the purchase and profit and loss of financial products during the reporting period in the regular report in accordance with the relevant provisions of Shanghai Stock Exchange.
3、 Details of this entrusted financial management
(I) main terms of entrusted financial management contract
The name of the entrusted wealth management product purchased this time is China’s Industrial And Commercial Bank Of China Limited(601398) linked exchange rate range cumulative corporate RMB structural deposit product – special account type phase 035 E in 2022. The main terms of the contract are as follows: 1. Product Name: China’s Industrial And Commercial Bank Of China Limited(601398) linked exchange rate range cumulative corporate RMB structural deposit product – special account type phase 035 E in 2022;
2. Product type: structured deposit;
3. Product income type: breakeven floating income type;
4. Subscription amount: 80 million yuan;
5. Duration: 92 days;
6. Starting date: January 24, 2022;
7. Maturity date: April 26, 2022;
8. Linked object: the middle price of USD / JPY exchange rate displayed on Bloomberg’s “bfix” page at 3 p.m. Tokyo time every day during the observation period, rounded to 3 decimal places, expressed as the number of JPY convertible to one dollar. If no relevant data is displayed on Bloomberg’s “bfix” page on a certain day, the index of that day shall adopt the middle rate of USD / JPY exchange rate displayed on Bloomberg’s “bfix” page at 3:00 p.m. Tokyo time, which is the latest available before this date;
9. The observation period of the linked object: January 24, 2022 (included) – April 22, 2022 (included), and the total number of days (m) of the observation period is 89 days; During the observation period, observe every day, and determine the number of days that the linked object remains in the interval according to the performance of the linked object on that day;
10. Initial price of linked object: the middle price of USD / JPY exchange rate displayed on Bloomberg’s “bfix” page at 3 p.m. Tokyo time on the value date of the product, rounded to 3 decimal places, expressed as the number of JPY convertible to one dollar. If no relevant data is displayed on Bloomberg’s “bfix” page, the index of that day shall adopt the middle rate of USD / JPY exchange rate displayed on Bloomberg’s “bfix” page at 3:00 p.m. Tokyo time, the latest available before this date;
11. Expected annualized rate of return: 1.30% + 2.10% × N/M。 Where n is the actual number of days in the observation period when the linked target is less than the lower limit of the exchange rate observation range, and M is the actual number of days in the observation period. The customer can obtain the expected minimum annualized rate of return of 1.30% and the expected maximum annualized rate of return of 3.40%. The estimated income is not equal to the actual income, please take the actual yield to maturity as the standard;
12. Calculation method of expected income: expected income = product principal × Expected annualized rate of return × Actual duration of the product / 365 (if the expiration date is adjusted according to the working day criterion, the actual duration of the product is also adjusted according to the same working day criterion), accurate to two decimal places;
13. Fund arrival date: the principal and the product will arrive on the due date, and the income will arrive on the first working day after the product due date at the latest;
14. Working day: the date that is the bank working day according to the standards of New York and Beijing;
15. Early redemption: investors are not allowed to redeem in advance during the duration of the product;
16. Early termination: before the expiration date of the product, China Industrial And Commercial Bank Of China Limited(601398) has no right to unilaterally decide to terminate the product in advance.
(II) entrustment
