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募集资金与自有资金混同现金管理 杰华特再收监管警示函

Confusing funds raised with own funds, cash management, Jewart Receipt Supervisory Warning Letter

cls.cn ·  May 30 10:35

① On May 29, it was announced that it had received a warning letter from the Zhejiang Securities Regulatory Bureau of the China Securities Regulatory Commission. The company's chairman Zhou Xunwei, current general manager and director Ma Wenwen, and others bear the main responsibility; ② The contents of the warning letter showed that Jewart had previously transferred initial funds raised to general accounts and mixed up cash management with the company's own funds, in violation of the “Administrative Measures on Credit Disclosure of Listed Companies”.

“Science and Technology Innovation Board Daily”, May 30 (Reporter Guo Hui) “Too much money to save money?” After Jeffert announced yesterday (May 29) that it had received a warning letter from the Zhejiang Securities Regulatory Bureau of the China Securities Regulatory Commission, some investors commented.

According to the content of the warning letter, Jeffert previously transferred the initial funds raised to general accounts and mixed up cash management with the company's own funds, in violation of the relevant regulations on the management and use of funds raised in the “Administrative Measures on Credit Disclosure of Listed Companies”. Joe Walt Chairman Zhou Xunwei, then-general manager Huang Biliang, current general manager and board secretary Ma Wenwen, and financial director Xie Liheng, are mainly responsible for these irregularities and will be recorded in the securities and futures market integrity files.

The above irregularities have been disclosed in the Special Report on the Deposit and Use of Funds Raised for the Year issued on April 30 this year.

CITIC Securities will continue to supervise Jewart after its listing. CITIC Securities previously noticed that in February 2023, Jewart transferred about 350 million yuan of raised capital directly from a special fundraising fund account to general accounts and used it to buy structured deposits and large deposit slips, but it stayed in ordinary accounts for a short time. Meanwhile, in February 2023, the company also transferred 2 funds raised, totaling 40 million yuan, to its own fund accounts and used for cash financial management. By the end of 2023, after the above structured deposits and large deposit statements are redeemed, the raised funds and corresponding proceeds will be transferred back to the special fund raising account.

According to the special inspection opinion announced by the CITIC Agency, it immediately supervised rectification regulations after discovering that Jeffert had raised funds and its own funds, including organizing special training for relevant company personnel. By the end of 2023, Jewart had a total of 6 special fund-raising accounts.

According to information, Jeffert was listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange on December 23, 2022, and publicly issued 58.08 million RMB common shares (A shares) at an issue price of 38.26 yuan/share. The sponsor is CITIC Securities.

The total amount of capital raised by the Jeffert offering was 2,222 million yuan, and the net amount raised was 2,055 billion yuan. The actual amount raised was about 480 million yuan higher than the original plan.

After listing, the company transferred the use of raised funds frequently. After receiving the regulatory letter, some investors commented on the interactive platform that the company “has too much money left in the mix?”

According to the company's prospectus, the company plans to raise 1,571 billion yuan in capital for high-performance power management chip R&D and industrialization projects, analog chip R&D and industrialization projects, automotive electronic chip R&D and industrialization projects, advanced semiconductor process platform development projects, and supplementary working capital.

At the same time as the fund-raising project was progressing, Jeffert also used part of the overfunded capital to increase investment and construction of fund-raising projects, and to repay bank loans.

In addition, prior to the implementation of the fund-raising project, Jewart also pre-invested about 95.45 million yuan of his own capital into the fund-raising project and paid the issuance fee. After the company went public, it was only in January 2023 that the raised capital equal to the amount invested in the previous period was transferred to other bank accounts.

Jewart is an analog integrated circuit design company whose main business model is virtual IDM. According to an agency survey this month, in 2023, the company will further enrich its product models in terms of product lines, and the downstream market will expand its market share in emerging application fields such as new energy, computing, and automobiles. It has successfully entered several market segments with high growth potential. In 2023, Jewart released various products such as 100VDC-DC, buck-boost (buck-boost) DC-DC, amplifiers, comparators, analog switches, etc., which were recognized by customers in the fields of new energy and automobiles.

However, in order to increase its market share, the overall price of its products came under pressure last year, which led to a decline in gross margin. As of December 31, 2023, the cumulative undistributed profit of Jeffert's consolidated statement was -246 million yuan, and the paid-up share capital was 447 million yuan. The company's uncompensated losses exceeded one-third of the total paid-up share capital.

This is not the first time that Jeffert and his actual controller Zhou Xunwei, then-general manager Huang Biliang, financial director Xie Liheng, and board secretary Ma Wenwen, have received a warning letter from the Securities Regulatory Commission.

In July 2023, the Zhejiang Regulatory Bureau of the Securities Regulatory Commission published the “Decision on Issuing Warning Letter Measures against Jewart Microelectronics Co., Ltd. and Related Responsible Personnel”. On February 27, 2023, Jewart disclosed the “2022 Annual Performance Report”, which is expected to achieve net profit of 160 million yuan in 2022, but on April 25, 2023, Jewart disclosed the “2022 Annual Performance Report Amendment Notice”. After the amendment, it is expected to achieve net profit of 137 million yuan to mother in 2022. The disclosure of information related to the company's performance report was inaccurate, and the correction was not timely. The above persons were separately taken to supervise and manage the issuance of warning letters and recorded in the securities and futures market integrity files.

The translation is provided by third-party software.


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