Stock abbreviation: AsiaInfo security stock code: 688225 AsiaInfo Security Technology Co., Ltd
Asiainfo Security Technologies Co.,Ltd.
(building 01, No. 98, Huashen Avenue, Yuhuatai District, Nanjing)
Sponsor (lead underwriter) of IPO listing announcement on science and Innovation Board
(27th and 28th floors, building 2, international trade building, No. 1 Jianguomenwai street, Chaoyang District, Beijing)
February 8, 2002
hot tip
The shares of AsiaInfo Security Technology Co., Ltd. (hereinafter referred to as "AsiaInfo security", "issuer", "company" or "the company") will be listed on the Shanghai Stock Exchange on February 9, 2022.
The company reminds investors to fully understand the risks of the stock market and the risk factors disclosed by the company, avoid blindly following the trend of "speculation" in the initial stage of IPO, and make prudent decision and rational investment.
catalogue
Special tips 1 catalog Section 1 important statements and tips four
1、 Important statement four
2、 Investment risk tips four
3、 Special risk tips Section 2 stock listing seven
1、 Review of stock issuance and listing seven
2、 Information related to stock listing seven
3、 Specific listing criteria selected by the issuer Section III information of the issuer, shareholders and actual controllers ten
1、 Basic information of the issuer ten
2、 Basic information of controlling shareholders and actual controllers eleven
3、 Directors, senior management and shareholding thirteen
4、 Shareholding of core technicians fourteen
5、 Equity incentive and related arrangements formulated or implemented by the issuer fifteen
6、 Changes in the company's share capital structure before and after this offering thirty-two
7、 The top ten shareholders holding shares after this offering VIII. The issuer's senior managers and core employees set up a special asset management plan to participate in the strategic allocation of this issuance
Sales situation thirty-four
9、 Follow up investment of the subsidiary of the recommendation institution Section IV stock issuance thirty-nine
1、 Number of issues thirty-nine
2、 Issue price thirty-nine
3、 Par value per share thirty-nine
4、 Issue P / E ratio thirty-nine
5、 Issue price to book ratio forty
6、 Earnings per share after issuance forty
7、 Net assets per share after issuance forty
8、 The total amount of funds raised and the verification of funds in place by Certified Public Accountants forty
9、 Total and detailed composition of issuance expenses forty
10、 Net raised funds forty-one
11、 Number of shareholders after issuance forty-one
12、 Issuance method and subscription Section V Financial and accounting data 42 section VI other important matters forty-three
1、 Arrangement of tripartite supervision agreement for the storage of raised funds in the special account forty-three
2、 Other matters Section 7 listing recommendation institutions and their opinions forty-five
1、 Recommendation opinions of listed recommendation institutions forty-five
2、 Basic information of listed recommendation institutions forty-five
3、 Details of the sponsor representative who provides continuous supervision for the issuer Section VIII important commitments forty-seven
1、 Important commitments and performance related to this offering and listing forty-seven
2、 Verification opinions of the sponsor and the issuer's lawyer sixty-six
Section I important statements and tips
1、 Important statement
The company and all directors and senior managers guarantee that the information disclosed in the listing announcement is true, accurate and complete, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear individual and joint legal liabilities.
The opinions of Shanghai Stock Exchange and relevant government authorities on the listing of the company's shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read and publish on the website of Shanghai Stock Exchange( http://www.sse.com.cn. )The contents of the "risk factors" chapter of the company's prospectus should pay attention to risks, make prudent decisions and make rational investment.
The company reminds the majority of investors to pay attention to the relevant contents not involved in this listing announcement. Please refer to the full text of the company's prospectus.
Unless otherwise specified, the abbreviation in this listing announcement has the same meaning as the abbreviation in the prospectus of AsiaInfo Security Technology Co., Ltd. for initial public offering and listing on the science and innovation board. 2、 Investment risk tips
The company reminds investors to pay attention to the investment risks in the initial stage of IPO (hereinafter referred to as "new shares"), and investors should fully understand the risks and rationally participate in the trading of new shares. Specifically, the risks at the initial stage of listing include but are not limited to the following: (I) limit lending by rise and fall
On the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange, the increase limit ratio on the first day of listing is 44%, the decrease limit ratio is 36%, and then the increase limit ratio is 10%.
Within the first five trading days after the listing of enterprises on the science and innovation board, there is no limit on the rise and fall of the stock trading price; Five trading days after listing, the price limit ratio is 20%. There is a more severe risk of stock price fluctuation on the Kechuang board than that on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange.
(II) a small number of tradable shares
At the initial stage of listing, because the lock up period of the original shareholders is 36 months or 12 months, the lock up period of the sponsor's follow-up shares is 24 months, the lock up period of the shares allocated to the special asset management plan is 12 months, and the lock up period of the online lower limit share sale is 6 months. After this issuance, the company's non tradable shares are 32687583 shares, accounting for 8.1717% of the total share capital after issuance, At the initial stage of listing, the number of circulating shares is small, and there is a risk of insufficient liquidity. (III) the shares can be used as the subject matter of margin trading on the first day of listing
On the first day of listing, the shares on the science and innovation board can be used as the subject of margin trading, which may produce certain price fluctuation risk, market risk, margin increase risk and liquidity risk.
Price fluctuation risk refers to that margin trading will aggravate the price fluctuation of the underlying stock; Market risk refers to that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the change of the original stock price, but also the risks caused by the change of the stock price of new investment, and pay the corresponding interest; Margin call risk means that investors need to monitor the level of guarantee ratio in the whole process of trading to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk refers to that when the price of the underlying stock fluctuates violently, the financed purchase of securities or the repayment of securities, the sale of securities or the repayment of securities may be blocked, resulting in greater liquidity risk. (IV) the price earnings ratio is higher than the average level of the same industry
According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the company's industry belongs to "I65 software and information technology service industry" in "I information transmission, software and information technology service industry". As of January 19, 2022 (T-3), the average static P / E ratio of software and information technology service industry (I65) released by China Securities Index Co., Ltd. in the latest month was 61.19 times. The price earnings ratio of the company in this offering is:
1. 64.47 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital before this issuance);
2. 78.45 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital before the issuance);
3. 71.63 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital after this issuance);
4. 87.17 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital after this issuance).
The issuance price of 30.51 yuan / share corresponds to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2020, which is 87.17 times higher than the average static P / E ratio of the software and information technology service industry (I65) industry in the last month issued by China Securities Index Co., Ltd. there is a risk that the decline of the issuer's share price will bring losses to investors in the future. The issuer and the recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment rationally. 3、 Special risk tips
The company has disclosed various risk factors in detail in the prospectus, and investors are invited to consult and publish them on the website of Shanghai Stock Exchange( http://www.sse.com.cn. )"Section IV Risk Factors" in the prospectus of the company.
Section 2 stock listing
1、 Review of stock issuance and listing (I) the decision of the CSRC to agree to registration and its main contents
On January 5, 2022, China Securities Regulatory Commission issued zjxk [2022] No. 7 document approving the registration application of AsiaInfo Security Technology Co., Ltd. for initial public offering of shares (hereinafter referred to as "this offering"). The specific contents are as follows: "I. agree to the registration application of your company's initial public offering of shares.
2、 Your company shall strictly follow the prospectus and underwriting plan submitted to Shanghai Stock Exchange in this issuance of shares.
3、 This reply is valid for 12 months from the date of consent to registration.
4、 From the date of consent to registration to the end of this stock issue, if any major event occurs to your company, you shall report it to Shanghai Stock Exchange in time and deal with it in accordance with relevant regulations. " (II) the decision of Shanghai Stock Exchange to approve the listing of shares and its main contents
The listing of the company's shares has been approved by the notice on the listing and trading of RMB common shares of AsiaInfo Security Technology Co., Ltd. on the science and Innovation Board of Shanghai Stock Exchange (self regulatory decision of Shanghai Stock Exchange [2022] No. 36). The A shares issued by the company are listed on the science and Innovation Board of Shanghai Stock Exchange. The securities are referred to as "CICA security" for short and the securities code is "688225". They will be listed and traded from February 9, 2022. 2、 Information related to stock listing
(I) listing place and listing section: Shanghai Stock Exchange science and Innovation Board
(II) listing time: February 9, 2022
(III) stock abbreviation: CICA security
(IV) Stock Code: 688225
(V) total share capital after this issuance: 40001 million shares
(VI) number of shares in this public offering: 40.01 million shares
(VII) number of shares without circulation restrictions and restricted sales arrangements listed this time: 32687583 shares
(VIII) number of shares with circulation restrictions or restricted sales arrangements listed this time: 367322417 shares
(IX) number of shares allotted by strategic investors in the initial public offering: 5601400 shares
(x) circulation restrictions and duration of shares held by shareholders before issuance: see "Section VIII important commitments" of this listing announcement
(11) Shareholders' commitment to voluntary lock-in of their shares before issuance: see "Section VIII important commitments" of this listing announcement
(12) Other restricted sales arrangements for the listed shares:
1. The restricted period of the shares allotted by CICC wealth Securities Co., Ltd. is 24 months, and the restricted period of the shares allotted by the issuer's senior managers and employees participating in the special asset management plan established by this strategic placement is 12 months. The restricted period starts from the date of listing of the shares publicly issued on the Shanghai Stock Exchange.
2. In the offline offering part of this offering, 10% of the final allocated accounts (rounded up) among the placing objects such as public offering products, social security funds, pensions, enterprise annuity funds, insurance funds and qualified foreign institutional investor funds are set with a 6-month sales restriction period according to the lottery results, The restricted sale period shall be calculated from the date when the shares issued to the public are listed on the Shanghai Stock Exchange. According to the lottery results, the number of accounts corresponding to 10% of the final allocated accounts (rounded up) is 346, and the number of shares corresponding to this part of the accounts is 1721017 shares, accounting for 7.12% of the total offline issuance and 5.00% of the issuance after deducting the final strategic placement.
(13) Stock registration authority: China Securities Depository and Clearing Co., Ltd. Shanghai Branch
(14) Listing sponsor: China International Capital Corporation Limited(601995) III. specific listing standards selected by the issuer
The listing standard selected for this listing is paragraph 1 of article 2.1.2 of the Listing Rules of the science and innovation board, that is, "the estimated market value is not less than RMB 1 billion, the net profit in the last two years is positive and the cumulative net profit is not less than RMB 50 million, or the estimated market value is not less than RMB 1 billion, the net profit in the last year is positive and the operating income is not less than RMB 100 million".
The issuer achieved an operating income of 1274594700 yuan in 2020, which belongs to the shareholders of the parent company in 2020