Aviation Materials Co., Ltd.: Announcement on the use of raised funds to increase capital to wholly-owned subsidiaries to implement fund-raising projects
DATE:  Aug 30 2024

Stock code: 688563 Stock abbreviation: Aviation Materials Co., Ltd. Announcement No.: 2024-024

Beijing Institute of Aeronautical Materials Co., Ltd

Regarding the use of raised funds to increase capital to wholly-owned subsidiaries to implement fundraising projects

of the announcement

The board of directors and all directors of the company guarantee that there is no false record, misleading statement or material omission in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content.

Important Content Notes:

The name of the capital increase target: Beijing Aviation Materials Youchuang Polymer Materials Co., Ltd

Capital increase: Beijing Institute of Aeronautical Materials Co., Ltd. (hereinafter referred to as the "Company") used the raised funds of 247 million yuan to increase the capital of Beijing Aviation Materials Youchuang Polymer Materials Co., Ltd. (hereinafter referred to as "Aviation Materials Youchuang"), the main body of the "Aviation High-performance Elastomer Materials and Parts Industry Project". The capital increase has been deliberated and approved by the 18th meeting of the first board of directors (regular meeting) and the 15th meeting of the first board of supervisors (regular meeting) of the company, and does not need to be submitted to the general meeting of shareholders for deliberation.

The capital increase has no adverse impact on the company's financial condition and operating results.

On August 29, 2024, the company held the 18th meeting of the first board of directors (regular meeting) and the 15th meeting of the first board of supervisors (regular meeting), and deliberated and passed the "Proposal on Using Raised Funds to Increase Capital to Wholly-owned Subsidiaries to Implement Fund-raising and Investment Projects", and the specific situation is hereby announced as follows:

First, the basic situation of the funds raised

With the approval of the "Reply on Agreeing to the Registration of the Initial Public Offering of Shares of Beijing Institute of Aeronautical Materials Co., Ltd." (Zheng Jian Xu Xu [2023] No. 1151) issued by the China Securities Regulatory Commission on May 23, 2023, the Company was approved to issue 90 million RMB ordinary shares to the public at an issue price of RMB 78.99 per share, raising a total of RMB 710,910.00 million. After deducting underwriting and sponsorship fees, issuance registration fees and other related issuance expenses incurred in total, the actual net amount of funds raised was RMB6895,633,900. The above-mentioned funds have all been in place and have been reviewed by the media

Zhonghuan Certified Public Accountants (Special General Partnership) verified and issued the "Capital Verification Report of Beijing Institute of Aeronautical Materials Co., Ltd." (Zhonghuan Xianzi (2023) No. 0200026).

After the raised funds are received, all have been deposited in the special account for raising funds approved by the board of directors of the company, and the company and its subsidiary Aviation Materials Youchuang have signed the "Tripartite Supervision Agreement on the Storage of Special Account for Raised Funds" and the "Four-Party Supervision Agreement on the Storage of Special Account for Raised Funds" with the sponsor and the bank that deposited the raised funds.

2. The investment project of the raised funds

According to the disclosure of the Prospectus for the Initial Public Offering of Shares of Beijing Institute of Aeronautical Materials Co., Ltd. and Listing on the Science and Technology Innovation Board, the net proceeds from the initial public offering of CASC will be used for the following fundraising projects:

Unit: 10,000 yuan

Serial No. Project Name Implementation Entity Project Investment Amount The amount of funds to be raised

1 Aviation high-performance elastomer materials and zero aviation materials Youchuang 64,700.00 64,700.00

industrial projects

2 Aviation transparent parts R&D/pilot line project Aviation Materials Co., Ltd. 70,649.11 70,649.11

3 Large aircraft windshield project Aviation Materials Co., Ltd. 26,881.76 26,881.76

4 Aero Engine and Gas Turbine High Aviation Materials Co., Ltd. 45,288.19 45,288.19

Performance high-temperature masterbatch products project

5 Heat treatment of aerospace titanium alloy parts Aviation Materials Co., Ltd. 54,703.22 54,703.22

and precision machining process upgrade projects

6 Supplementary Liquidity Aviation Materials Shares 100,000.00 100,000.00

Total 362,222.28 362,222.28

3. The company's use of raised funds to increase capital to wholly-owned subsidiaries

In view of the fact that the implementation body of the company's fund-raising project "Aviation High-performance Elastomer Materials and Parts Industry Project" is a wholly-owned subsidiary, the company has used the raised funds to invest a total of 400 million yuan, and now intends to use the raised funds of 247 million yuan to increase the capital of aviation materials Youchuang for the implementation of the above-mentioned fund-raising projects, of which 50 million yuan is used as the registered capital, and the remaining 197 million yuan is included in the capital reserve. After the completion of this capital increase, the registered capital of Aviation Materials Youchuang increased from 150 million yuan to 200 million yuan, and the company still holds 100% equity of Aviation Materials Youchuang, which is still a wholly-owned subsidiary of the company.

Fourth, the basic situation of the target of this capital increase

(1) Basic information

Company name: Beijing Aviation Materials Youchuang Polymer Materials Co., Ltd

Established on January 27, 2022

Legal representative: Liu Jia

Registered address: 601, 6th Floor, Building 4, Yard 21, Shunxing Road, Shunyi District, Beijing

The registered capital is 150 million yuan

Shareholding structure: 100% of the shares of Aviation Materials

Materials for engines, materials for aircraft, materials for helicopters, materials for spacecraft,

development and sales of weapons materials and ship materials; Manufacture of aviation rubber, dense

sealants, adhesives, elastomeric elements; Technology development, technology promotion, technical services,

Business Scope Technical Consulting. (Market entities independently select business projects and carry out business activities in accordance with law.)

Move; Projects subject to approval in accordance with the law shall be subject to the approved content after approval by relevant departments

to carry out business activities; It is not allowed to engage in the categories prohibited and restricted by the industrial policies of the state and the city

The business activities of the project. )

(ii) Key financial data

Aviation Materials Youchuang is a wholly-owned subsidiary of the company, and the main financial data are as follows:

Unit: 10,000 yuan

Item June 30, 2024 (unaudited) December 31, 2023 (audited)

Total assets 41,219.14 41,140.53

Total liabilities 1,011.09 1,030.93

Net assets 40,208.04 40,109.60

Item January-June 2024 (unaudited) January-December 2023 (audited)

Operating income 0.00 0.00

Net profit 98.45 92.80

5. The purpose of this capital increase and its impact on the company

The company's capital increase in the implementation of the fund-raising project "Aviation High-performance Elastomer Materials and Parts Industry Project" is a prudent decision based on the company's business needs, the use of raised funds and the actual progress of the project.

6. Management of the funds raised after the capital increase

In order to ensure the safety of the use of raised funds, Aviation Materials Youchuang has opened a special account for the storage of raised funds, and signed a supervision agreement on raised funds with the company, the sponsor and the bank where the special account is opened, in strict accordance with the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules" and "Regulatory Guidelines for Listed Companies No. 2 - Management of Raised Funds of Listed Companies".

Regulatory Requirements for Management and Use" and the "Self-Regulatory Guidelines for Listed Companies on the Science and Technology Innovation Board of the Shanghai Stock Exchange No. 1 - Standardized Operation" and other relevant documents regulate the use of raised funds.

7. Review procedures and special opinions on performance

(1) Deliberations of the Board of Directors

The company held the 18th meeting of the first board of directors (regular meeting) on August 29, 2024, and deliberated and passed the "Proposal on Using Raised Funds to Increase Capital to Wholly-owned Subsidiaries to Implement Fund-raising Projects", which is within the scope of the approval authority of the board of directors and does not need to be submitted to the general meeting of shareholders for deliberation.

(2) Opinions of the Board of Supervisors

The company held the fifteenth meeting of the first board of supervisors (regular meeting) on August 29, 2024, and deliberated and passed the "Proposal on Using Raised Funds to Increase Capital to Wholly-owned Subsidiaries to Implement Fund-raising Projects". In line with the company's long-term planning and development needs, there is no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders, and the approval process complies with the provisions of relevant laws, regulations and normative documents. Agreed that the company will use the raised funds to increase the capital of its wholly-owned subsidiary to implement the fund-raising project.

(iii) Sponsor verification opinions

The company's use of raised funds to increase capital to wholly-owned subsidiaries to implement fund-raising projects has been reviewed and approved by the 18th meeting of the company's first board of directors (regular meeting) and the 15th meeting of the first board of supervisors (regular meeting), and the necessary approval procedures have been fulfilled, and this matter is in line with the "Regulatory Guidelines for Listed Companies No. 2 - Regulatory Requirements for the Management and Use of Raised Funds by Listed Companies", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Science and Technology Innovation Board Self-Regulatory Guidelines for Listed Companies No. 1—— Standardized operation" and other laws and regulations, normative documents and the relevant requirements of the company's fund-raising management system do not affect the normal progress of the investment plan of the raised funds, there is no change or disguised change in the investment direction of the raised funds, and there is no damage to the interests of the company and shareholders.

To sum up, the sponsor has no objection to the company's use of the raised funds to increase the capital of its wholly-owned subsidiary to implement the fundraising project.

8. Attachments to online announcements

Verification Opinions of CITIC Securities Co., Ltd. on the Use of Raised Funds to Increase Capital of Wholly-owned Subsidiaries by Beijing Institute of Aeronautical Materials Co., Ltd. to Implement Fund-raising Projects

The announcement is hereby made.

Board of Directors of Beijing Institute of Aeronautical Materials Co., Ltd

August 30, 2024

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