Section 1 Necessity of Issuing Securities and Choosing the Type of Securities This Time
Shenzhen Yilian Technology Co., Ltd. (hereinafter referred to as the "Company"), based on its own situation and in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law"), the "Administrative Measures for the Registration of Securities Issuances by Listed Companies" (hereinafter referred to as the "Registration Measures") and other relevant laws, regulations, and normative documents, plans to raise funds by issuing convertible corporate bonds to unspecified objects (hereinafter referred to as "convertible bonds").
I. Type of Securities to be Issued This Time
The type of securities to be issued this time is convertible corporate bonds that can be converted into A-shares of the Company. The convertible bonds to be issued and the A-shares to be converted in the future will be listed on the ChiNext market of the Shenzhen Stock Exchange.
II. Necessity of Implementing the Issuance This Time
The investment projects for which funds are raised through the issuance of convertible corporate bonds to unspecified objects have been carefully deliberated by the Company, are in line with relevant national industrial policies and the Company's strategic development direction. The implementation of the projects will further enhance the Company's core competitiveness, strengthen its sustainable development capabilities, and is in the interests of the Company and all shareholders, demonstrating feasibility and necessity. For detailed analysis, please refer to the "Feasibility Analysis Report on the Use of Raised Funds for the Issuance of Convertible Corporate Bonds to Unspecified Objects (Revised Draft)" announced by the Company on the same day.
Section 2 Appropriateness of the Scope, Number, and Standards of Issuance Objects This Time
I. Appropriateness of the Scope of Issuance Objects This Time
The specific issuance method of convertible bonds shall be determined through negotiation between the shareholders' meeting authorized board of directors (or its authorized personnel) and the sponsor (underwriter). The issuance objects of the convertible bonds are natural persons, legal persons, securities investment funds, and other investors that hold securities accounts with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited (excluding those prohibited by national laws and regulations).
The convertible bonds to be issued will be preferentially placed with the Company's existing shareholders, who have the right to waive their pre-emptive subscription rights. The specific pre-emptive subscription ratio for existing shareholders shall be determined by the board of directors (or its authorized personnel) authorized by the shareholders' meeting based on the specific circumstances at the time of issuance and shall be disclosed in the issuance announcement of the convertible bonds. The remaining portion after the pre-emptive subscription by existing shareholders and the portion after existing shareholders waive their pre-emptive subscription rights will be offered to institutional investors through offline placement and online pricing issuance through the Shenzhen Stock Exchange trading system. The remaining portion will be underwritten by the underwriter.
The scope of issuance objects this time complies with the relevant provisions of the "Registration Measures" and other relevant laws and regulations, and the scope of selection is appropriate.
II. Appropriateness of the Number of Issuance Objects This Time
The issuance objects of the convertible bonds are natural persons, legal persons, securities investment funds, and other investors that hold securities accounts with the Shenzhen Branch of China Securities Depository and Clearing Corporation Limited (excluding those prohibited by national laws and regulations). All issuance objects will subscribe in cash.
The number of issuance objects this time complies with the relevant provisions of the "Registration Measures" and other relevant laws and regulations, and the number of issuance objects is appropriate.