Stock Code: 688166 stock abbreviation: Brightgene Bio-Medical Technology Co.Ltd(688166) Borui biomedical (Suzhou) Co., Ltd
BrightGene Bio-Medical Technology Co., Ltd.
(building C25, nanotechnology Park, No. 218, Xinghu street, Suzhou Industrial Park)
Issue convertible corporate bonds to unspecified objects
Listing announcement
Sponsor (lead underwriter)
(No. 8, Puming Road, China (Shanghai) pilot Free Trade Zone)
January, 2002
Section I important statements and tips
All directors, supervisors and senior managers of Borui biomedical (Suzhou) Co., Ltd. (hereinafter referred to as " Brightgene Bio-Medical Technology Co.Ltd(688166) ", "issuer", "company" or "the company") guarantee the authenticity, accuracy and integrity of the listing announcement, promise that there are no false records, misleading statements or major omissions in the listing announcement, and are responsible for the authenticity, accuracy and completeness of its contents The accuracy and completeness shall bear individual and joint legal liabilities.
In accordance with the provisions of the company law of the people's Republic of China, the securities law of the people's Republic of China and other relevant laws and regulations, the directors and senior managers of the company have fulfilled their obligations and responsibilities of integrity and diligence according to law. The opinions of China Securities Regulatory Commission (hereinafter referred to as "CSRC"), Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange") and other government authorities on the listing and related matters of the company's issuance of convertible corporate bonds (hereinafter referred to as "convertible bonds") to unspecified objects do not indicate any guarantee to the company.
The company and the listing sponsor remind investors that for relevant contents not involved in this listing announcement, investors are requested to refer to the summary of the prospectus for convertible corporate bonds issued by Borui biomedical (Suzhou) Co., Ltd. to unspecified objects published in Shanghai Securities News on December 30, 2021 and published on the website of Shanghai stock exchange（ http://www.sse.com.cn. ）The full text of the prospectus of Borui biomedical (Suzhou) Co., Ltd. for issuing convertible corporate bonds to unspecified objects (hereinafter referred to as the "prospectus").
Unless otherwise specified, the abbreviation used in this listing announcement has the same interpretation as that in the prospectus.
Shanghai Stock Exchange has formulated the necessary provisions for the disclosure of investment risks of convertible corporate bonds issued to unspecified objects. From October 26, 2020, if investors participate in the purchase transaction of convertible bonds issued to unspecified objects, they shall sign the disclosure of investment risk of convertible corporate bonds issued to unspecified objects (hereinafter referred to as "risk disclosure") in paper or electronic form. If the investor fails to sign the risk disclosure statement, the securities company shall not accept its subscription or purchase entrustment. The foregoing requirements are not applicable to professional investors who meet the requirements of the measures for the administration of the appropriateness of securities and futures investors, directors, supervisors and senior managers of the convertible bond issuer, and shareholders with a shareholding ratio of more than 5% who apply for and trade the convertible bonds issued by the issuer.
Investors who participate in the convertible bonds of Kechuang board can buy or sell the convertible bonds they hold. However, investors who do not meet the requirements for the appropriateness management of stock investors on the science and innovation board cannot convert their convertible bonds on the science and innovation board into stocks. Investors need to pay attention to the risks and possible impact of their convertible bonds not being able to convert into stocks due to their failure to meet the requirements for the appropriateness management of stock investors on the science and innovation board.
Section II overview
1、 Chinese abbreviation of convertible corporate bonds: Borui convertible bonds.
2、 Code of convertible corporate bonds: 118004.
3、 Issuance of convertible corporate bonds: 465 million yuan (465000 hands).
4、 Listing volume of convertible corporate bonds: 465 million yuan (465000 hands).
5、 Listing place of convertible corporate bonds: Shanghai Stock Exchange.
6、 Listing time of convertible corporate bonds: January 27, 2022.
7、 The starting and ending date of the existence of convertible corporate bonds: January 4, 2022 to January 3, 2028.
8、 The starting and ending date of convertible corporate bonds conversion: July 11, 2022 to January 3, 2028. 9、 Interest payment date of convertible corporate bonds: the interest payment date of each year is the date of each full year from the first date of issuance of convertible corporate bonds. If the day is a legal holiday or rest day, it shall be postponed to the next trading day without additional interest. The interest year is between two adjacent interest payment days.
The interest payment creditor's right registration date is the interest payment creditor's right registration date of each year, which is the trading day before the interest payment date of each year. The company will pay the interest of the current year within five trading days after the interest payment date of each year. For the convertible corporate bonds that apply for conversion into the company's shares before the registration date of interest paying creditor's rights (including the registration date of interest paying creditor's rights), the company will no longer pay the interest of this interest year and subsequent interest years to its holders.
The tax payable on the interest income obtained by the holders of convertible corporate bonds shall be borne by the holders.
10、 Registration authority of convertible corporate bonds: China Securities Depository and Clearing Co., Ltd. Shanghai Branch (hereinafter referred to as "China Clearing Shanghai Branch").
11、 Sponsor (lead underwriter): Minsheng Securities Co., Ltd.
12、 Guarantee of convertible corporate bonds: the convertible corporate bonds issued this time do not provide guarantee.
13、 Credit rating and credit rating agency of convertible corporate bonds: the convertible corporate bonds are rated by Dongfang Jincheng International Credit Rating Co., Ltd, According to the credit rating report on convertible corporate bonds issued by Borui biomedicine (Suzhou) Co., Ltd. to unspecified objects (Dongfang Jincheng bond rating Zi [2021] No. 378) issued by Dongfang Jincheng International Credit Evaluation Co., Ltd., the main credit rating of the company is AA -, the rating prospect is stable, and the credit rating of convertible corporate bonds this time is AA -.
Section III introduction
This listing announcement is prepared in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the measures for the administration of securities issuance and listing recommendation business, 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 listing of shares on the science and Innovation Board of Shanghai Stock Exchange and other relevant laws and regulations.
With the consent of registration in the document of "Zheng Jian Ke Ke [2021] No. 3551" of China Securities Regulatory Commission, the company issued 4.65 million convertible corporate bonds to unspecified objects on January 4, 2022, with a face value of 100 yuan each and a total issuance amount of 465 million yuan. The convertible bonds issued this time are preferentially placed to the original shareholders registered by the issuer after the closing of the equity registration date (December 31, 2021, t-1). The balance after the priority placement of the original shareholders (including the part that the original shareholders give up the priority placement) is sold online to the public investors through the trading system of Shanghai Stock Exchange, and the balance is underwritten by the sponsor (lead underwriter).
As agreed in the self regulatory decision of Shanghai Stock Exchange ([2022] No. 22), the company's 465 million yuan convertible corporate bonds will be listed and traded in Shanghai Stock Exchange from January 27, 2022. The bonds are referred to as "Borui convertible bonds" for short and the bond code is "118004".
Section IV overview of the issuer
1、 Basic information of the issuer
Chinese Name: Borui biomedicine (Suzhou) Co., Ltd
corporate name
English Name: brightgene Bio Medical Technology Co., Ltd
Registered capital: 41000000 yuan
Stock Code: 688166
Stock abbreviation Brightgene Bio-Medical Technology Co.Ltd(688166)
Listing place: Shanghai Stock Exchange Kechuang board
Legal representative: Yuan Jiandong
The company was established on October 26, 2001
between
Listing time: November 8, 2019
Registered address: building C25, nanotechnology Park, No. 218, Xinghu street, Suzhou Industrial Park
Postal Code: 215123
Contact 0512-62620988
Fax: 0512-62551799
Website: www.bright-gene.com com.
E-mail IR@bright -gene. com.
Research and development of macrocyclic lipids, peptides, polysaccharides, heterocycles, azoles, zines, phenylethers and tetracyclines
Class compounds to produce non pharmaceutical macrocyclic lipids, peptides, polysaccharides, heterocycles, Oxazoles and zines
Class, phenyl ether and tetracycline compounds, sell the products produced by the company and provide
Business scope related technical consultation and technical services (not involving the scope of drug production license administration and the state)
Catalogue of industries for foreign investment (restricted and prohibited products). (items subject to approval according to law)
Business activities can only be carried out with the approval of relevant departments). Licensed items: Drug Import and export
Export (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments,
Specific business items (subject to the approval results)
2、 Historical evolution and equity changes (I) establishment of limited liability company
In September 2001, the natural person Yuan Jiandong applied for the establishment of Borui gene, with a registered capital of 61000 US dollars.
On October 23, 2001, the economic and Trade Bureau of Suzhou New Area issued the reply on Approving the wholly foreign-owned establishment of Borui gene Biotechnology (Suzhou) Co., Ltd. (Su Xin Jing Xiang (2001) No. 274), agreeing to establish Borui gene.
On October 24, 2001, Borui gene obtained the approval certificate of the people's Republic of China for foreign invested enterprises (WaiJingMao sufuzzi [2001] No. 38103) issued by the people's Government of Jiangsu Province.
On October 26, 2001, Borui gene went through the registration formalities in Suzhou administration for Industry and Commerce of Jiangsu Province and received the business license for enterprise legal person with the registration number of Qi Du Su Zong Zi No. 010490. The registered capital was 61000 US dollars and the paid in capital was 0 US dollars. The enterprise type was wholly foreign-owned.
On December 6, 2002, Jiatai United Certified Public Accountants Co., Ltd. verified the capital contribution and issued the capital verification report (jhywz [2002] No. 085). As of November 27, 2002, the company had received a total of 61000 US dollars of registered capital paid by shareholders, all of which were contributed in cash. The verified registered capital contribution is as follows:
Contribution amount of shareholders (USD 10000) contribution proportion and contribution method
Yuan Jiandong 5.10 83.61% currency
Xiang Yuejun 1.00 16.39% currency
Total 6.10 100.00%--
The above capital verification report is different from the equity structure in the articles of association and the approved equity structure. Xiang Yuejun explained his contribution of US $10000, which was the investment fund for Borui gene remitted on behalf of Yuan Jiandong, and was signed and confirmed by all parties. On July 5, 2006, Suzhou Jiatai United Certified Public Accountants re examined the above capital contribution and issued the capital verification report (jhwyz [2006] x-044). The re verified registered capital contribution is as follows:
Contribution amount of shareholders (USD 10000) contribution proportion and contribution method
Yuan Jiandong 6.10 100.00% currency
Total 6.10 100.00%--
(II) establishment of joint stock company
On July 31, 2015, Suzhou Branch of Jiangsu notarial Tianye Certified Public Accountants (special general partnership) issued an unqualified audit report of Sugong s [2015] No. A345 standard for the overall change of Borui Co., Ltd., which verified that as of June 30, 2015, the net assets of Borui Co., Ltd. (parent company) were 140281054.69 yuan. On August 1, 2015, the board of directors of Borui Co., Ltd. passed the resolution on the overall change of the company to establish a joint stock company,
It is agreed that Borui Co., Ltd. will be converted into 35000000 shares at the ratio of 1:0.2495 based on the net assets of 140281054.69 yuan audited by Jiangsu notary Tianye Certified Public Accountants (special general partnership) Suzhou Branch as of June 30, 2015, and will be changed into Borui biomedical (Suzhou) Co., Ltd. as a whole.
On August 1, 2015, 12 shareholders of Borui Co., Ltd., including yuan Jiandong and Zhong Weifang, signed the sponsor agreement
