Jinhui Mining Co., Ltd
IPO announcement
Sponsor (co lead underwriter): Hualong Securities Co., Ltd
Co lead underwriter: Citic Securities Company Limited(600030)
hot tip
Jinhui Mining Co., Ltd. (hereinafter referred to as "Jinhui shares", "issuer" or "company") in accordance with the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as the "administrative measures") and the measures for the administration of initial public offering and listing (CSRC order [No. 173]) Code for underwriting business of initial public offering (zxsf [2018] No. 142) (hereinafter referred to as "business code"), rules for placing of initial public offering (zxsf [2018] No. 142) (hereinafter referred to as "rules for placing") Detailed rules for the administration of offline investors in initial public offering of shares (zzxf [2018] No. 142) (hereinafter referred to as "detailed rules for the administration of investors") Detailed rules for the implementation of online IPO in Shanghai market (SZF [2018] No. 40) (hereinafter referred to as "detailed rules for the implementation of online IPO") and detailed rules for the implementation of offline IPO in Shanghai market (SZF [2018] No. 41) (hereinafter referred to as "detailed rules for the implementation of offline IPO") And other relevant regulations to organize and implement the initial public offering of shares. Hualong Securities Co., Ltd. (hereinafter referred to as "Hualong securities" and "sponsor (co lead underwriter)") served as the sponsor (co lead underwriter) of this offering, and Citic Securities Company Limited(600030) (hereinafter referred to as " Citic Securities Company Limited(600030) ") (Hualong securities and Citic Securities Company Limited(600030) hereinafter collectively referred to as "co lead underwriter") served as the co lead underwriter of this offering.
The initial inquiry and offline issuance of this offering are conducted through the offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange"), and the website of the subscription platform is: https://ipo.uap.sse.com.cn./ipo Please read this announcement carefully. Please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) for relevant operation measures of the subscription platform- Relevant provisions in the column of service I IPO business, such as the detailed rules for the implementation of offline IPO in Shanghai market, the user operation manual of offline IPO subscription platform, subscription trader volume and so on. The online issuance of this offering is conducted through the trading system of Shanghai Stock Exchange by means of market value subscription. Investors are requested to carefully read this announcement and the website of Shanghai Stock Exchange (www.sse. Com. CN.) Detailed rules for the implementation of online issuance.
Investors are kindly requested to pay close attention to the issuance process, quotation elimination rules, online and offline subscription and payment, disposal of share abandonment, suspension of issuance and other links. The specific contents are as follows:
1. According to the preliminary inquiry results, the issuer and the joint lead underwriters have negotiated and determined the issuance price of 10.80 yuan / share by comprehensively considering the issuer's fundamentals, industry, valuation level of comparable companies, market conditions, demand for raised funds and other factors, and no cumulative bidding inquiry will be conducted for offline issuance.
Investors are requested to make online and offline subscription at this price on February 11, 2022 (t day), and there is no need to pay the subscription fund at the time of subscription. The offline Subscription Date and online subscription date are the same as February 11, 2022 (t day), in which the offline subscription time is 9:30-15:00, and the online subscription time is 9:30-11:30 and 13:00-15:00. 2. After the preliminary inquiry, the issuer and the joint lead underwriters shall, according to the inquiry results after excluding the invalid quotation, quote all the placing objects participating in the preliminary inquiry from high to low according to the subscription price, and from small to large according to the proposed subscription quantity of the placing objects at the same subscription price For the same purchase price and the same proposed purchase quantity, it shall be sorted from late to early according to the declaration time (the declaration time shall be subject to the record of the offline purchase electronic platform of Shanghai Stock Exchange), the same proposed purchase price and the same proposed purchase quantity according to the placing object sequence automatically generated by the offline purchase platform of Shanghai Stock Exchange, and the quantity with the highest quotation in the total amount of proposed purchase shall be excluded, The excluded proposed subscription amount shall not be less than 10% of the total proposed subscription amount of offline investors. When the maximum declared price is the same as the determined issue price, the Declaration on the price will not be excluded, and the exclusion ratio can be less than 10%. The excluded part shall not participate in offline subscription.
3. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
4. Offline investors shall, according to the announcement on offline preliminary placement results and online winning results of initial public offering of shares by Jinhui Mining Co., Ltd. (hereinafter referred to as "announcement on offline preliminary placement results and online winning results"), according to the finally determined issuance price and preliminary placement quantity before 16:00 on February 15 (T + 2) 2022, Pay the subscription funds for new shares in full and on time. Offline investors are allocated multiple new shares every day. Please pay for each new share separately. In the case of multiple new shares allocated on the same day, if only one total amount is remitted, the consolidated payment will lead to the failure of accounting, and the resulting consequences shall be borne by the investors themselves.
5. After winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement according to the announcement of offline preliminary placement results and online winning results, so as to ensure that their capital account will have sufficient new share subscription funds on February 15 (T + 2) 2022. The transfer of investors' funds shall comply with the relevant provisions of the securities company where the investors are located.
The shares that offline and online investors give up to subscribe for are underwritten by the joint lead underwriters.
6. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of this public offering, the issuer and the joint lead underwriter will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
7. If the offline investors with valid quotation fail to participate in the subscription or the offline allocated investors fail to pay the subscription amount in time and in full, it will be deemed as a breach of contract and shall bear the liability for breach of contract. The joint lead underwriters shall report the breach of contract to the China Securities Association for the record. If online investors fail to pay in full after winning the lottery for three times in a row within 12 months, they shall not participate in the online subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds within 6 months (calculated as 180 natural days, including the next day) from the next day of the settlement participant's latest declaration of abandonment of subscription. The number of times of giving up subscription shall be calculated according to the number of times of investors actually giving up subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds.
The issuer and the co lead underwriter solemnly remind investors to pay attention to investment risks and invest rationally, and carefully read the special announcement on investment risks of initial public offering of Jinhui Mining Co., Ltd. published in China Securities News, Shanghai Securities News, securities times and Securities Daily on February 10, 2022 (t-1).
Important tips
1. The application of Jinhui Mining Co., Ltd. for the initial public offering of no more than 98 million RMB common shares (A shares) (hereinafter referred to as "this offering") has been approved by the China Securities Regulatory Commission in document zjxk [2022] No. 198. The A-share of Jinhui Mining Co., Ltd. is abbreviated as "Jinhui shares" and the stock code is "603132". This code is also applicable to the preliminary inquiry and offline subscription of this issuance. The online subscription of this issuance is referred to as "Golden Emblem subscription", and the online subscription code is "732132".
2. This offering is conducted through a combination of offline inquiry and placement to qualified investors (hereinafter referred to as "offline issuance") and online pricing issuance to social public investors holding non restricted A-Shares and non restricted depositary receipts in Shanghai market with a certain market value (hereinafter referred to as "market value") (hereinafter referred to as "online issuance"). The issuer and the co lead underwriters will directly determine the issuance price through offline preliminary inquiry, and offline cumulative bidding will not be conducted. The preliminary inquiry and offline issuance shall be organized and implemented by the joint lead underwriters through the offline subscription electronic platform of Shanghai Stock Exchange, and the online issuance shall be conducted through the trading system of Shanghai Stock Exchange.
3. The issuer and the joint lead underwriters negotiated and determined that the number of shares issued this time is 98 million. This issuance is all new shares, and there is no transfer of old shares. Before the launch of the callback mechanism, the initial number of shares issued offline was 68.6 million, accounting for 70.00% of the total issuance, and the initial number of shares issued online was 29.4 million, accounting for 30.00% of the total issuance.
4. The preliminary inquiry of this offering was completed on February 7, 2022 (T-4). According to the inquiry results after excluding invalid quotations, the issuer and the joint lead underwriters shall quote the prices of all placing objects participating in the preliminary inquiry from high to low according to the subscription price, and from small to large according to the proposed subscription quantity of placing objects at the same subscription price For the same purchase price and the same proposed purchase quantity, it shall be sorted from late to early according to the declaration time (the declaration time shall be subject to the record of the offline purchase electronic platform of Shanghai Stock Exchange), the same proposed purchase price and the same proposed purchase quantity according to the placing object sequence automatically generated by the offline purchase platform of Shanghai Stock Exchange, and the quantity with the highest quotation in the total amount of proposed purchase shall be excluded, Considering the issuer's fundamentals, industry, valuation level of comparable companies, market conditions, demand for raised funds and other factors, the issuance price is determined to be 10.80 yuan / share through negotiation, and the price earnings ratio corresponding to this price is:
(1) 22.98 times (earnings per share is calculated by dividing the net profit attributable to the owner of the parent company in 2021 before and after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards by the total share capital after this issuance);
(2) 20.68 times (earnings per share is calculated by dividing the net profit attributable to the owner of the parent company in 2021 before and after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards by the total share capital before this issuance).
5. If the offering is successful, the total amount of funds raised by the issuer is expected to be 1058.4 million yuan. After deducting the issuance expenses of 102.2117 million yuan, the net amount of funds raised is expected to be 956.1883 million yuan, which does not exceed the amount of funds raised by the issuer for the project disclosed in the prospectus.
6. The offline and online subscription date of this offering is February 11, 2022 (t day). Any placing object can only choose offline or online.
(1) Offline subscription
The offline subscription time is: 9:30-15:00 on February 11, 2022 (t day). Subscription code is "603 gold" for short. Only the placing objects who have submitted valid quotations during the preliminary inquiry can and must participate in the offline subscription of this issuance. See "attached table: preliminary inquiry and quotation of placing objects" for the list of placing objects that submit valid quotation. The placing object who fails to submit a valid quotation shall not participate in the offline subscription.
When participating in offline subscription, offline investors must enter the subscription record for the effective quotation placement object managed by them on the offline subscription electronic platform of Shanghai Stock Exchange. In the subscription record, the subscription price is 10.80 yuan / share, and the subscription quantity shall be the effective proposed subscription quantity declared at the time of preliminary inquiry. When participating in offline subscription, investors do not need to pay subscription funds. Offline investors shall submit all the subscription records at one time after entering the subscription records for all the placing objects participating in the subscription. During the offline subscription period, offline investors can submit subscription records for many times, but all subscription records submitted last time shall prevail. All placing objects participating in the preliminary inquiry and quotation, whether or not they are "effective quotation", shall not participate in the online subscription of this issuance. If they participate in offline and online subscription at the same time, the online subscription part is invalid.
The placing object shall abide by relevant laws and regulations and relevant provisions of the CSRC in terms of subscription and shareholding, and bear corresponding legal liabilities by itself. If the investors participating in the offline subscription fail to provide materials as required, the joint lead underwriters have the right to refuse to place or consider the subscription invalid. The relevant information of the placing object managed by the offline investors (including the full name of the placing object, the name of the securities account (Shanghai), the securities account number (Shanghai) and the bank collection and payment account, etc.) shall be subject to the information registered with the China Securities Association. The offline investors shall bear the consequences caused by the inconsistency between the information of the placing object and the registration information.
Before placing, the co lead underwriters will further check whether there are prohibitions for offline investors with effective quotation and the placing objects under their management, The investors shall cooperate accordingly according to the requirements of the joint lead underwriters (including but not limited to providing industrial and commercial registration materials such as the articles of association, arranging interviews with the actual controller, truthfully providing the list of main social relations of relevant natural persons, cooperating with the investigation of other related relations, etc.). If they refuse to cooperate or the materials provided are not enough to exclude the existence of prohibitive circumstances, The co lead underwriters will refuse to place with them.
(2) Online subscription
The online subscription time of this offering is: 9:30-11:30 and 13:00-15:00 on February 11, 2022 (t day). Investors who open securities accounts in China Clearing Shanghai branch before February 11, 2022 and hold a certain market value in Shanghai market on 20 trading days (including T-2 days) before February 9, 2022 (except those prohibited by laws, regulations and other regulatory requirements of the people's Republic of China) You can apply for the shares issued online through the trading system of Shanghai Stock Exchange. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
Investors determine their online subscription quota according to the market value of Shanghai market they hold. The online subscription limit is calculated according to the daily average holding market value of the investor 20 trading days (including T-2 days) before February 9, 2022 (T-2 days). If the opening time of the investor's relevant securities account is less than 20 trading days, the daily average holding market value shall be calculated according to 20 trading days. Investors with a market value of more than 10000 yuan (including 10000 yuan) can participate in the subscription of new shares. One subscription unit can be subscribed for every 10000 yuan market value, and the part less than 10000 yuan is not included in the subscription amount. Each subscription unit is 1000 shares, and the number of subscription shall be 1000 shares or an integral multiple thereof, but the maximum subscription amount shall not exceed one thousandth of the number of shares issued online this time, that is, 29000 shares
