Jiangsu newtage Technology Co., Ltd
Initial public offering and listing on GEM
Special announcement on investment risk
Sponsor (lead underwriter): Huatai United Securities Co., Ltd
The application of Jiangsu newtage Technology Co., Ltd. (hereinafter referred to as "newtage", "issuer" or "company") for initial public offering of no more than 20 million common shares (A shares) (hereinafter referred to as "this offering") has been examined and approved by the GEM Listing Committee of Shenzhen stock exchange, It has been registered by the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") in the document of CSRC license [2022] No. 118.
After negotiation between the issuer and the sponsor (lead underwriter) Huatai United Securities Co., Ltd. (hereinafter referred to as "Huatai United Securities", "sponsor (lead underwriter)" or "lead underwriter"), the number of shares issued this time is 20 million, all of which are new shares issued to the public, and the shareholders of the issuer will not transfer the old shares. The shares issued this time are planned to be listed on the gem of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange").
Important tips on valuation and investment risk
According to the industry classification guidelines for Listed Companies formulated by the CSRC, the industry of the issuer is C36 "automobile manufacturing industry", and the static average p / E ratio of C36 "automobile manufacturing industry" released by China Securities Index Co., Ltd. in the latest month is 32.29 times (as of February 8, T-3, 2022). The issuance price of 20.28 yuan / share corresponds to the issuer's diluted P / E ratio of net profit attributable to the parent before and after deducting non recurring profits and losses in 2020, which is 29.68 times, which is lower than the average static P / E ratio of C36 "automobile manufacturing" released by China Securities Index Co., Ltd. on February 8, 2022.
This offering will be implemented through the trading system of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") on February 11, 2022 (T). The issuer and the lead underwriter specially draw investors' attention to the following contents:
1. This issuance adopts the method of online subscription based on market value and direct pricing issuance to public investors (hereinafter referred to as "online issuance"), and all shares are issued to public investors online without offline inquiry and placement.
2. The issuer and the recommendation institution (lead underwriter) comprehensively consider the industry in which the issuer is located and the valuation level, market conditions, demand for raised funds and underwriting risks of Listed Companies in the same industry similar to the issuer's main business
And other factors, the issue price is determined to be 20.28 yuan / share through negotiation. Investors are requested to make online 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 online subscription date is February 11, 2022 (t day), and the online subscription time is 9:15-11:30 and 13:00-15:00.
3. The issue price is 20.28 yuan / share, and the corresponding P / E ratio is:
(1) 21.19 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) 22.26 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) 28.25 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) 29.68 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).
4. The issue price is 20.28 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 (revised in 2012) issued by China Securities Regulatory Commission, the industry of newtag is C36 "automobile manufacturing industry". As of February 8 (T-3) 2022, the static average price earnings ratio of C36 "automobile manufacturing industry" released by China Securities Index Co., Ltd. in the latest month was 32.29 times.
(2) As of February 8, 2022 (T-3), the valuation levels of Listed Companies in the same industry similar to the issuer's main business are as follows:
In the first 20 trading days, the year 2020 is not before the deduction, the year 2020 is not after the deduction, and the corresponding static company (including the current day) average EPS EPS P / E ratio - P / E ratio - price deduction (yuan / share) (yuan / share) (yuan / share) is not before (Times) or after (Times)
Shanghai Carthane Co.Ltd(603037) 19.40 0.78 0.64 24.87 30.31
Ikd Co.Ltd(600933) 19.52 0.50 0.42 39.04 46.48
Admiralty 34.34 0.61 0.59 56.30 58.20
Zhongjie (Jiangsu) Technology Co.Ltd(301072) 34.22 0.67 0.64 51.07 53.47
Arithmetic mean 42.82 47.12
The first 20 trading days in 2020 are not the static corresponding to the static corresponding to the non deduction in 2020
Average EPS P / E ratio of the company (including the current day) - deduct P / E ratio - deduct
Price (yuan / share) (yuan / share) (yuan / share) not front (Times) not back (Times)
Issuer not applicable 0.72 0.68 28.25 29.68
Note: 1. The average price of comparable companies in the first 20 trading days (including the current day) is the data as of February 8, 2022;
2. There may be mantissa difference in the calculation of P / E ratio, which is caused by rounding;
3. From the prospectus of non comparable companies before or after 2020.
The offering price is 20.28 yuan / share, corresponding to the lower of the net profit attributable to the parent in 2020. The diluted P / E ratio is 29.68 times, which is lower than the arithmetic average of the static P / E ratio of comparable companies in 2020 and 32.29 times of the static average p / E ratio of the industry in the latest month issued by China Securities Index Co., Ltd. (as of February 8, 2022), 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 recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
(3) 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 recommendation institutions (lead underwriters) can not guarantee that the stock will not fall below the issue price after listing. 5. Based on the issuance price of 20.28 yuan / share and the issuance of 20 million new shares, the total amount of funds raised by the issuer is expected to be 405.6 million yuan. After deducting the issuance cost of 85.9257 million yuan (excluding value-added tax), the net amount of funds raised is expected to be about 319.6743 million yuan. The part exceeding the amount of funds required by the project plan will be used to increase the working capital related to the main business.
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.
6. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares.
7. After winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement on the results of successful online pricing issuance of initial public offering and listing on the gem of Jiangsu newtage Technology Co., Ltd., so as to ensure that their capital account will eventually have sufficient capital for the subscription of new shares on February 15 (T + 2) 2022, and the insufficient part shall be deemed to have given up the subscription, The resulting consequences and relevant legal liabilities shall be borne by the investors themselves. The transfer of investors' funds shall comply with the relevant provisions of the securities company where the investors are located.
The shares abandoned by online investors shall be underwritten by the sponsor (lead underwriter).
8. When the total number of shares paid and subscribed by online investors is less than 70% of the number of this public offering, the issuer and the recommendation institution (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
9. 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.
10. After the end of this offering, it shall be approved by the Shenzhen Stock Exchange before it can be publicly listed and traded on the Shenzhen 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.
11. Among the stocks issued this time, the stocks issued online have no circulation restrictions and limited sales period arrangements, and can be circulated from the date when the stocks issued this time are listed on the Shenzhen Stock Exchange. Investors should pay attention to the investment risk caused by the increase of stock circulation on the first day of listing.
For the limited sale period before this offering, please refer to the prospectus of Jiangsu newtager Technology Co., Ltd. on initial public offering and listing on the gem (hereinafter referred to as 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 needs of corporate governance and the stability of operation and management.
12. Any decision or opinion made by China Securities Regulatory Commission, Shenzhen Stock Exchange and other government departments on this issuance does not indicate that they make 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.
13. Investors must pay attention to risks. In case of the following circumstances, the issuer and the recommendation institution (lead underwriter) will negotiate to take measures to suspend the issuance:
(1) The number of online investors is less than the number of this public offering;
(2) The issuer's major post meeting events in the issuance process affect the issuance;
(3) According to Article 36 of the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) and Article 5 of the detailed rules for the implementation of the initial public offering and underwriting business of the gem of Shenzhen Stock Exchange (SZS [2021] No. 919), the CSRC and the Shenzhen Stock Exchange find that there are suspected violations of laws and regulations or abnormalities in the process of securities issuance and underwriting, The issuer and the recommendation institution (lead underwriter) may be ordered to suspend or suspend the issuance and investigate and deal with relevant matters. In case of the above circumstances, the issuer and the recommendation institution (lead underwriter) will timely announce the reasons for suspension of issuance, resumption of issuance arrangements and other matters. If the investor has paid the subscription money, the issuer, the sponsor (lead underwriter), Shenzhen Stock Exchange and Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. will arrange the refund of the paid investor as soon as possible. After the suspension of issuance, the issuer and the recommendation institution (lead underwriter) will choose the opportunity to restart the issuance after filing with the Shenzhen Stock Exchange within the validity period of registration agreed by the CSRC and meeting the regulatory requirements for post meeting matters.
14. Investors who intend to participate in this offering and subscription must carefully read the information disclosed on the website designated by the CSRC on February 9, 2022 (T-2) (http://www.cn.info.com.cn; www.cs.com.cn; www.cn.stock.com; www.stcn.com; and www.zqrb.cn) The full text of the prospectus, especially the chapters of "tips on major matters" and "risk factors", fully understand the issuer's risk factors, 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.
15. This special announcement on investment risk 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 make an independent decision on whether to participate in the subscription of this issuance according to their own economic strength and investment experience.
Issuer: sponsor (lead underwriter) of Jiangsu newtage Technology Co., Ltd.: Huatai United Securities Co., Ltd. February 9, 2022 (there is no text on this page, which is the special announcement on investment risk of initial public offering and listing on gem of Jiangsu newtage Technology Co., Ltd.) (signature page)
