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天下秀: 天下秀数字科技(集团)股份有限公司关于使用自有资金支付募投项目部分款项并以募集资金等额置换的公告
Zheng Quan Zhi Xing· 2025-08-21 10:22
Core Viewpoint - The company has announced the use of its own funds to pay for part of the fundraising investment projects, which will later be replaced with equivalent amounts from the raised funds, ensuring the smooth implementation of the projects [1][5][6] Fundraising Basic Information - The company raised a total of 680 million RMB through a non-public offering of A-shares, with the funds deposited in designated bank accounts [1][2] - The total amount of funds raised after deducting issuance costs is 680 million RMB, with additional amounts for taxes and fees [1] Investment Project Details - The initial investment projects included the "New Media Commercial Big Data Platform Construction Project" and the "WEIQ New Media Marketing Cloud Platform Upgrade Project," with a total investment of 251.51 million RMB and intended fundraising of 207.19 million RMB [2] - The projects were later changed to "Content Marketing Ecosystem Platform Upgrade Project" and "Innovative Technology Module Upgrade Project," with a revised total investment of 131.96 million RMB and intended fundraising of 126.24 million RMB [2][3] Reasons for Using Own Funds - The company needs to use its own funds for salary payments and other operational costs to comply with banking regulations, as using raised funds directly for these purposes is impractical [3][4] - This approach aims to enhance the efficiency of fund usage and ensure the smooth progress of the investment projects [3][5] Operational Process for Fund Replacement - The company will transfer the equivalent amount from the raised funds to its own accounts within six months after using its own funds for project payments [4][5] Approval and Opinions - The board and supervisory committee have approved the use of own funds for project payments, confirming that this does not alter the intended use of raised funds or harm shareholder interests [5][6] - The sponsor has also expressed no objections to the company's plan, affirming compliance with relevant regulations [5]
天下秀: 天下秀数字科技(集团)股份有限公司关于公司2025年半年度募集资金存放与实际使用情况的专项报告
Zheng Quan Zhi Xing· 2025-08-21 10:22
Summary of Key Points Core Viewpoint The report outlines the fundraising status and actual usage of funds by Tianxiaxiu Digital Technology (Group) Co., Ltd. for the first half of 2025, highlighting the management of raised funds, changes in investment projects, and compliance with regulatory requirements. Fundraising Basic Situation - The company raised a total of RMB 2,071,879,874.54 after deducting various fees from the gross amount of RMB 2,073,699,994.66 [1] - As of June 30, 2025, the company has utilized RMB 892,246,100.00 of the raised funds, leaving a balance of RMB 1,239,435,900.00 [1] Fundraising Management Situation - The company appointed CITIC Securities as the sponsor for the 2022 convertible bond issuance, taking over from Huatai United Securities [2] - The board approved changes to the investment projects, shifting from "New Media Big Data Platform Construction" and "WEIQ New Media Marketing Cloud Platform Upgrade" to "Content Marketing Ecosystem Upgrade" and "Innovative Technology Module Upgrade" [2] Fundraising Usage and Compliance - The company has opened 13 fundraising accounts, with six accounts closed, and has adhered to regulations for the management and usage of raised funds [3] - As of June 30, 2025, the company has not engaged in any pre-investment or replacement of funds for investment projects [5] - The company temporarily used RMB 70,000,000 of idle funds to supplement working capital, with a usage period not exceeding 12 months [5] Cash Management of Idle Funds - The company has utilized idle funds for cash management, achieving a total investment income of RMB 3,647,400.00, with RMB 783,600.00 earned during the reporting period [6] - All cash management products are principal-protected, and no idle funds were used for investments in related products as of June 30, 2025 [6] Changes in Fundraising Investment Projects - The board meetings held on November 19, 2024, and December 5, 2024, approved the change in fundraising investment projects, with the sponsor agreeing to the changes [4][7] - The total amount of funds raised is RMB 207,187,990.00, with 58.10% of the funds allocated to changed projects [7]
天下秀: 中信证券股份有限公司关于天下秀数字科技(集团)股份有限公司使用自有资金支付募投项目部分款项并以募集资金等额置换的核查意见
Zheng Quan Zhi Xing· 2025-08-21 10:19
Core Points - The company, Tianxiaxiu Digital Technology (Group) Co., Ltd., is utilizing its own funds to pay for part of the investment projects and will replace these with raised funds later [1][5] - The total amount raised from the non-public offering of shares was approximately RMB 2.07 billion, with a net amount of RMB 2,071,879,874.54 [1][2] - The company has changed its investment projects from "New Media Commercial Big Data Platform Construction Project" and "WEIQ New Media Marketing Cloud Platform Upgrade Project" to "Content Marketing Ecosystem Upgrade Project" and "Innovative Technology Module Upgrade Project" [2][3] Fundraising and Investment Projects - The total investment amount for the original projects was RMB 251,510.20 million, with RMB 207,187.99 million allocated from the raised funds [2] - The new projects have a total investment amount of RMB 131,957.04 million, with RMB 126,239.21 million planned to be funded from the raised funds [3] Reasons for Using Own Funds - The company faced operational challenges in paying salaries and other expenses directly from the raised funds due to banking regulations [5][6] - To ensure the smooth implementation of investment projects and improve the efficiency of fund usage, the company opted to use its own funds initially and will replace them with raised funds within six months [5][6] Decision-Making Process - The board of directors and the supervisory board approved the use of own funds for the investment projects during meetings held on August 21, 2025 [6][7] - The approval process followed necessary procedures and ensured that the use of funds would not affect the normal implementation of the investment projects or harm shareholder interests [7] Sponsor's Verification Opinion - The sponsor, CITIC Securities, confirmed that the company's actions regarding the use of its own funds and subsequent replacement with raised funds complied with relevant laws and regulations [7][8]