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思瑞浦: 华泰联合证券有限责任公司关于思瑞浦微电子科技(苏州)股份有限公司使用募集资金置换预先支付交易现金对价的自筹资金的核查意见

Group 1 - The core viewpoint of the article is that the company, Si Rui Pu Microelectronics Technology (Suzhou) Co., Ltd., is using raised funds to replace self-raised funds that were used to pay for a cash consideration in a transaction [1][2][5] - The company plans to purchase 100% equity of Shenzhen Chuangxin Microelectronics Co., Ltd. through the issuance of convertible bonds and cash payments, with a total fundraising amount of RMB 383,379,903.00 [2][4] - The company has pre-paid a cash consideration of RMB 676,610,500.00 using self-raised funds, and intends to replace RMB 361,870,469.04 of this amount with the raised funds [4][5] Group 2 - The company has established a special account for the raised funds and signed a regulatory agreement with the independent financial advisor and the supervising bank [2][4] - The independent financial advisor has confirmed that the use of raised funds to replace pre-paid cash consideration complies with relevant regulations and does not harm shareholder interests [6][7] - The board of directors and the supervisory board have approved the proposal to use raised funds for this purpose, ensuring that the process followed necessary review procedures [6][7]