Jinhui Mining Co., Ltd
Special announcement on investment risk of initial public offering
Sponsor (co lead underwriter): Hualong Securities Co., Ltd
Co lead underwriter: Citic Securities Company Limited(600030)
The application of Jinhui Mining Co., Ltd. (hereinafter referred to as “the issuer” or “Jinhui shares”) 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 (hereinafter referred to as “CSRC”) zjxk [2022] No. 198. The issuer and the sponsor (co lead underwriter) Hualong Securities Co., Ltd. (hereinafter referred to as “Hualong securities”, “sponsor (co lead underwriter)”) and the joint lead underwriter 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 “joint lead underwriters”) It was determined through negotiation that the number of shares issued this time is 98 million, all of which are new shares issued to the public. The offering will be implemented through the trading system of Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”) and the offline subscription electronic platform on February 11, 2022 (t day). The issuer and the co lead underwriters specially draw the attention of investors to the following contents:
1、 Investors are kindly requested to pay special attention to the issuance process, quotation elimination rules, online and offline subscription and payment, disposal of share abandonment, etc., as follows:
1. According to the preliminary inquiry results, the issuer and the joint lead underwriters negotiated and determined the issue price of 10.80 yuan / share by comprehensively considering the issuer’s fundamentals, industry, market conditions, demand for raised funds and other factors. 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 issuance and 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 eliminate the part with the highest quotation in the total amount of proposed subscription according to the inquiry results after excluding invalid quotations and the high price elimination principle disclosed in the announcement on IPO arrangement and preliminary inquiry of Jinhui Mining Co., Ltd. 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.
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”), determine the issuance price and preliminary placement quantity before 16:00 on February 15 (T + 2) 2022, Pay the subscription funds 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.
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.
5. 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.
6. If the offline investors with valid quotation fail to participate in the subscription and the offline investors who have obtained the preliminary placement fail to pay the subscription money in full and in time, they will be deemed to have breached the contract and shall be liable for breach of contract. The joint lead underwriters shall report the breach to the China Securities Association for the record. If an online investor fails to pay in full after winning the lottery three times in a row within 12 months, he shall not participate in the online subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds within 6 months. 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.
2、 Any decision or opinion made by the CSRC and other government departments on this issuance does not indicate that they have made substantive judgment or guarantee on the investment value of the issuer’s shares or the income of investors. Any statement to the contrary is a false statement. Investors are invited to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
3、 Investors who intend to participate in this offering and subscription must carefully read the summary of the letter of intent for initial public offering of Jinhui Mining Co., Ltd. published in China Securities Journal, Shanghai Securities News, securities times and Securities Daily on January 27, 2022 (T-6) and published on Shanghai Stock Exchange (www.sse. Com. Cn) The full text of the prospectus, especially the chapters of “tips on major matters” and “risk factors”, fully understand the risk factors of the issuer, judge its operation status and investment value by itself, and make investment decisions prudently. The issuer’s operating conditions may change due to the influence of politics, economy, industry and operation and management level, and the possible investment risks shall be borne by the investors themselves.
4、 If the shares are listed on the stock exchange and are locked in circulation on the next trading day, they shall be issued on the next trading day. Investors should pay attention to the investment risk caused by the increase of stock circulation on the first day of listing.
5、 The issue price is 10.80 yuan / share. Investors are requested to judge the rationality of the issue price according to the following conditions.
1. According to the industry classification guidelines for listed companies issued by the CSRC, the industry of the issuer is “B09 non ferrous metal mining and dressing industry”. As of February 7, 2022 (T-4), the average static P / E ratio of “B09 nonferrous metal mining and dressing industry” released by China Securities Index Co., Ltd. in the latest month was 45.66 times.
The P / E ratio of listed companies whose main business is similar to that of the issuer is as follows:
Stock Code Stock abbreviation: 20 trading days before T-4 day 2020 earnings per share 2020 static average price (including T-4) (yuan / share) earnings (yuan / share) earnings ratio (Times)
601020 Huayu mining 12.11 0.1242 97.50
000688 Guocheng Mining Co.Ltd(000688) 13.41 0.0984 136.31
000603 Shengda Resources Co.Ltd(000603) 12.87 0.3466 37.13
Arithmetic mean 90.31
Data source: wind information, data as of February 7, 2022.
Note: the above comparable companies have not disclosed the annual report of 2021. The earnings per share is calculated by the lower of the net profit attributable to the parent before and after deducting non recurring profits and losses in 2020. There may be mantissa difference in the calculation of static P / E ratio, which is caused by rounding.
The issue price of 10.80 yuan / share corresponds to the lower one before and after deducting non recurring profits and losses in 2021. The diluted P / E ratio of the net profit attributable to the owner of the parent company is 22.98 times, which is lower than the industry’s average static P / E ratio in the latest month and the average p / E ratio of comparable companies. However, there is still a risk that the decline of the issuer’s share price will bring losses to investors in the future. The issuer and the co lead underwriter remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
2. Investors are reminded to pay attention to the difference between the issuing price and the quotation of offline investors. For the quotation of offline investors, please refer to China Securities Journal, Shanghai Securities Journal, securities times, securities daily and Shanghai Stock Exchange (www.sse. Com. CN) published on the same day Announcement on initial public offering of shares of Jinhui Mining Co., Ltd
3. The pricing of this offering follows the market-oriented pricing principle. In the preliminary inquiry stage, offline investors will quote based on the real subscription intention. The issuer and the joint lead underwriter will negotiate and determine the price of this offering according to the preliminary inquiry results and comprehensively considering the issuer’s fundamentals, industry, market conditions, fund-raising requirements and other factors. Any investor who participates in the subscription shall be deemed to have accepted the issue price; If there is any objection to the pricing method and price of the offering, it is recommended not to participate in this offering.
4. This offering may have the risk of falling below the offering price after listing. Investors should pay full attention to the risk factors contained in the pricing marketization, know that the stock may fall below the issue price after listing, effectively improve the risk awareness, strengthen the value investment concept, and avoid blind speculation. Regulators, issuers and joint lead underwriters cannot guarantee that the stock will not fall below the issue price after listing.
6、 Based on the issuance price of 10.80 yuan / share and the number of 98 million shares, the total amount of funds raised is expected to be 1058.4 million yuan. After deducting the issuance cost 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. There is a risk that the net asset scale will increase significantly due to the acquisition of raised funds, which will have an important impact on the issuer’s production and operation mode, operation management and risk control ability, financial status, profitability and long-term interests of shareholders.
7、 For the subscription of this issuance, any investor can only choose offline or online, and all investors participating in offline quotation, subscription and placement shall no longer participate in online subscription; A single investor can only use one qualified account for subscription, and any subscription contrary to the above provisions is invalid. 8、 After the completion of this offering, it can only be publicly listed on the Shanghai Stock Exchange after being approved by the Shanghai Stock Exchange. If the approval is not obtained, the shares issued this time will not be listed, and the issuer will return them to the investors participating in the online subscription according to the issue price plus the bank deposit interest for the same period.
9、 All shares of the issuer are negotiable. For the limited sale period of shares before this offering, please refer to the prospectus for the relevant commitment and arrangement of the limited sale period. The above share restriction arrangement is a voluntary commitment made by relevant shareholders in accordance with relevant laws and regulations based on the governance needs of the issuer and the stability of operation and management.
10、 Investors are requested to pay attention to risks. In case of the following circumstances, the issuer and the co lead underwriters will negotiate to take measures to suspend the issuance:
1. After offline subscription, the actual total subscription amount of the placing object with effective quotation is less than the initial offline issuance quantity; 2. If the online subscription is insufficient, the offline investors fail to subscribe in full after the insufficient part is dialed back to the offline;
3. The total number of shares subscribed by offline and online investors is less than 70% of the number of this public offering;
4. In case of other special circumstances, the issuer and the joint lead underwriters may decide to suspend the issuance through consultation;
5. The CSRC shall supervise the process of securities issuance and underwriting during and after the event. If it is suspected of violating laws and regulations or there are abnormal circumstances, it shall order the issuer and underwriter to suspend or suspend the issuance, and investigate and deal with relevant matters.
In case of the above situation, the issuer and the joint lead underwriter will implement the measures of suspension of issuance, and disclose the reasons for suspension of issuance and subsequent arrangements. Before restarting the issuance, the issuer shall reach an agreement with the joint lead underwriters on the start-up time point and the work arrangement of issuance and sales, and file with the CSRC within the validity period of the approval document.
11、 This announcement does not guarantee to reveal all the investment risks of this issuance. It is recommended that investors fully understand the characteristics and risks of the securities market, rationally evaluate their own risk tolerance, and independently decide whether to participate in the subscription of this issuance according to their own economic strength and investment experience.
Issuer: sponsor of Jinhui Mining Co., Ltd. (co lead underwriter): CO lead underwriter of Hualong Securities Co., Ltd.: Citic Securities Company Limited(600030) February 10, 2022 (signature page of the special announcement on investment risk of initial public offering of shares by Jinhui Mining Co., Ltd.)
Issuer: Jinhui Mining Co., Ltd. (this page has no text and is the signature page of the special announcement on investment risks of initial public offering of shares by Jinhui Mining Co., Ltd.)
Sponsor (co lead underwriter): Hualong Securities Co., Ltd. (this page has no text and is the signature page of the special announcement on investment risks of initial public offering of shares by Jinhui Mining Co., Ltd.)
Co lead underwriter: Citic Securities Company Limited(600030)
