Special Verification Opinion on the Storage and Use of Funds Raised by Northeast Securities Co., Ltd. for 2025
Northeast Securities Co., Ltd. (hereinafter referred to as "Northeast Securities" or "Sponsor") is the sponsor for Zhuhai Yingboer Electric Co., Ltd. (hereinafter referred to as "Yingboer" or "Company") for its issuance of A shares to specific targets in 2022 and convertible bonds to unspecified targets in 2024. In accordance with relevant laws and regulations, including the "Regulations on the Management of Securities Issuance and Listing Sponsorship," "Regulations on the Supervision of Funds Raised by Listed Companies," "Shenzhen Stock Exchange GEM Listing Rules," and "Self-Regulatory Guidelines No. 2 for Listed Companies on the Shenzhen Stock Exchange - Standard Operation of GEM Listed Companies," a special verification of the storage and use of funds raised by Yingboer for 2025 has been conducted. The verification results are as follows:
1. Basic Situation of the Raised Funds
(1) Actual Amount of Funds Raised and Timing of Receipt
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In 2022, the company issued shares to specific targets with approval from the China Securities Regulatory Commission (CSRC) [2022] No. 1179, issuing no more than 21,845,278 shares of RMB ordinary shares (A shares). The actual number of shares issued was 19,928,879 shares at an issuance price of RMB 48.99 per share. As of July 13, 2022, the total amount raised was RMB 976,315,782.21, with issuance costs of RMB 13,123,740.80 (excluding VAT), resulting in a net amount of RMB 963,192,041.41. This amount was verified by Lixin Certified Public Accountants (Special General Partnership), which issued verification report No. [2022] ZB11366.
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In 2024, the company issued convertible bonds to unspecified targets with approval from the CSRC [2024] No. 1235, with a total face value of no more than RMB 817,159,700.00, issuing 8,171,597 bonds at face value. The actual issuance scale was 8,171,597 bonds, and as of October 28, 2024, the total amount raised was RMB 817,159,700.00, with issuance costs of RMB 12,477,224.49 (excluding VAT), resulting in a net amount of RMB 804,682,475.51. This amount was also verified by Lixin Certified Public Accountants (Special General Partnership), which issued verification report No. [2024] ZB11215.
(2) Amount Used and Balance for the Year
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Amount Used and Balance from Previous Years For the year 2024, the company's use of raised funds was as follows:
- For the 2022 issuance to specific targets, as of December 31, 2024, the cumulative direct investment in projects was RMB 685.27 million, with RMB 86.88 million supplementing working capital, and a total of RMB 176.45 million remaining unused (including RMB 130 million temporarily supplementing working capital and RMB 46.45 million in the special account).
- For the 2024 issuance of convertible bonds, as of December 31, 2024, the cumulative direct investment in projects was RMB 213.28 million, with RMB 87.52 million supplementing working capital, and a total of RMB 504.09 million remaining unused (including RMB 450 million temporarily supplementing working capital and RMB 5.41 million in the special account).
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Amount Used and Balance for the Year 2025 For the year 2025, the company's use of raised funds was as follows:
- For the 2022 issuance to specific targets, the direct investment in projects was RMB 97.77 million, including RMB 76.06 million for the Zhuhai production base technology transformation and capacity expansion project, RMB 6.30 million for the Zhuhai R&D center construction project, and RMB 15.41 million for the Shandong Heze new energy vehicle drive system industrial park project (Phase II). The total remaining unused funds amounted to RMB 78.44 million (all in the special account).
- For the 2024 issuance of convertible bonds, the direct investment in projects was RMB 326.49 million, specifically for the new energy vehicle powertrain automation workshop construction project. As of December 31, 2025, the cumulative direct investment in projects was RMB 539.78 million, with RMB 87.52 million supplementing working capital, and a total of RMB 177.72 million remaining unused (including RMB 175 million temporarily supplementing working capital and RMB 2.72 million in the special account).