Shenzhen Han nationality Numerical Control Technology Co., Ltd
Announcement on initial public offering and listing on GEM
Sponsor (lead underwriter): Citic Securities Company Limited(600030)
hot tip
Shenzhen Han CNC Technology Co., Ltd. (hereinafter referred to as “Han CNC”, “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”), the measures for the administration of the registration of initial public offering of shares on the gem (Trial) (CSRC order [No. 167]) Special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21) (hereinafter referred to as “special provisions”), detailed rules for the implementation of the issuance and underwriting business of initial public offerings on the gem of Shenzhen Stock Exchange (SZS [2021] No. 919) (hereinafter referred to as “detailed rules for the implementation of business”) Detailed rules for the implementation of online issuance of initial public offerings in Shenzhen market (SZS [2018] No. 279) (hereinafter referred to as “detailed rules for the implementation of online issuance”) and detailed rules for the implementation of offline issuance of initial public offerings in Shenzhen market (revised in 2020) (SZS [2020] No. 483) (hereinafter referred to as “detailed rules for the implementation of offline issuance”) Code for underwriting initial public offerings under the registration system (zxsf [2021] No. 213) (hereinafter referred to as the “underwriting code”), detailed rules for the administration of offline investors in initial public offerings (zxsf [2018] No. 142) Rules for the administration of offline investors in initial public offerings under the registration system (Zhong Zheng Xie Fa [2021] No. 212) (hereinafter referred to as “rules for the administration of offline investors”) and Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) Relevant provisions on stock issuance and listing rules and the latest operation guidelines, organize and implement the initial public offering of shares and plan to be listed on the gem.
Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ” or “sponsor (lead underwriter)”) serves as the sponsor (lead underwriter) of this offering.
This preliminary inquiry and offline issuance are conducted through the offline issuance electronic platform of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) and the registration and settlement platform of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as “China Clearing Shenzhen Branch”). For details of preliminary inquiry and offline subscription, please refer to the website of Shenzhen Stock Exchange（ http://www.szse.cn. ）The detailed rules for the implementation of offline issuance and other relevant provisions. This online issuance is conducted through the trading system of Shenzhen Stock Exchange. Online investors are requested to carefully read this announcement and the detailed rules for the implementation of online issuance published by Shenzhen Stock Exchange.
Investors are kindly requested to focus on the issuance method, call back mechanism, online and offline subscription and payment, suspension of issuance, disposal of share abandonment, etc. the main contents are as follows:
1. After the preliminary inquiry, the issuer and the sponsor (lead underwriter) shall, in accordance with the exclusion rules stipulated in the announcement on preliminary inquiry and promotion of initial public offering of shares and listing on the gem of Shenzhen Han’s CNC Technology Co., Ltd. (hereinafter referred to as the “announcement on preliminary inquiry and promotion”), after excluding the preliminary inquiry results of investors who do not meet the requirements, By consensus, all placing objects whose proposed purchase price is higher than 93.50 yuan / share (including 93.50 yuan / share) will be eliminated. A total of 123 placing objects were excluded in the above process, and the total number of shares to be purchased was 781.4 million, accounting for 1.0147% of the total number of 77009.8 million shares to be purchased after excluding the quotation of unqualified investors in this preliminary inquiry. The excluded part shall not participate in offline and online subscription. See the part marked “high price rejection” in the attached table “preliminary inquiry and quotation of placing objects” for the specific rejection.
2. According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) comprehensively consider the issuer’s industry, the valuation level of comparable companies, market conditions, the demand for raised funds, underwriting risks and other factors, and negotiate to determine the issuance price of 76.56 yuan / share. The offline issuance will not conduct cumulative bidding inquiry.
Investors are requested to make online and offline subscription at this price on February 16, 2022 (t day), without paying subscription funds. The offline issuance and Subscription Date and online subscription date are the same as February 16, 2022 (t day), in which the offline subscription time is 09:30-15:00, and the online subscription time is 09:15-11:30, 13:00-15:00.
3. The price of this offering shall not be higher than the median and weighted average of offline investors’ quotations after excluding the highest quotation, as well as the Securities Investment Fund (hereinafter referred to as “public fund”), National Social Security Fund (hereinafter referred to as “social security fund”), basic endowment insurance fund (hereinafter referred to as “pension”) established through public offering after excluding the highest quotation The lower of the median quotation and weighted average of the enterprise annuity fund (hereinafter referred to as “enterprise annuity fund”) established in accordance with the measures for the administration of enterprise annuity fund and the insurance fund (hereinafter referred to as “insurance fund”) in accordance with the measures for the administration of the use of insurance funds.
This offering does not arrange strategic placement to other external investors. According to the issuing price, the relevant subsidiaries of the sponsor will not participate in the strategic placement. Finally, this issuance will not be targeted to strategic investors. The difference between the initial strategic placement and the final strategic placement of 2.1 million shares will be transferred back to offline issuance.
4. This issuance is finally carried out by 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-share shares in Shenzhen market and the market value of non restricted Depositary Receipts (hereinafter referred to as “online issuance”).
This offline issuance is conducted through the offline issuance electronic platform of Shenzhen Stock Exchange; The online issuance is carried out through the trading system of Shenzhen Stock Exchange by means of subscription and pricing according to market value.
5. Restriction period arrangement: the shares issued online this time have no circulation restrictions and restriction period arrangement, and can be circulated from the date when the shares issued to the public are listed on the Shenzhen Stock Exchange.
The offline issuance part adopts the proportional sales restriction method, and the offline investors shall promise that the sales restriction period of 10% (rounded up) of the number of shares allocated to them is 6 months from the date of the issuer’s initial public offering and listing. That is, among the shares allocated to each placing object, 90% of the shares are sold indefinitely and can be circulated from the date when the issued shares are listed and traded on the Shenzhen Stock Exchange; The sales restriction period of 10% of the shares is 6 months, and the sales restriction period starts from the date when the issued shares are listed and traded on the Shenzhen Stock Exchange. When offline investors participate in the preliminary inquiry and quotation and offline purchase, they do not need to fill in the arrangement of the restricted sale period for the placing objects under their management. Once the quotation is made, it is deemed to accept the arrangement of the online restricted sale period disclosed in this announcement.
6. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
7. After the completion of online and offline subscription, the issuer and the sponsor (lead underwriter) will determine whether to enable the callback mechanism according to the overall subscription, and adjust the number of online and offline issuance. For the specific callback mechanism, please refer to “I. (VI) callback mechanism” in this announcement.
8. Offline investors shall, according to the announcement of initial public offering and initial placement results of offline issuance of Shenzhen Han’s CNC Technology Co., Ltd. listed on the gem (hereinafter referred to as the announcement of initial placement results of offline issuance), according to the finally determined issuance price and initial placement quantity before 16:00 on February 18 (T + 2) 2022, The subscription funds for new shares shall be paid in time and in full, and the subscription funds shall be received before 16:00 on February 18 (T + 2) 2022.
The subscription funds shall be paid in full within the specified time. If the subscription funds are not paid in full within the specified time or as required, all the new shares allocated to the placing object shall be invalid. If the above circumstances occur when multiple new shares are issued on the same day, all the new shares allocated to the placing object on that day shall be invalid. If different placing objects share bank accounts, if the subscription funds are insufficient, all the new shares allocated to the placing objects sharing bank accounts will be invalid. Offline investors are allocated multiple new shares on the same day. Please pay for each new share separately.
After winning the subscription of new shares, online investors shall fulfill the obligation of capital payment in accordance with the announcement on the results of the initial public offering of shares by Shenzhen Han CNC Technology Co., Ltd. and listing on the gem (hereinafter referred to as the “announcement on the results of the online lottery”), so as to ensure that their capital account will have sufficient capital for the subscription of new shares on February 18 (T + 2) 2022, The insufficient part shall be deemed as abandoning the subscription, and 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 that offline and online investors give up their subscription without paying the subscription amount in full shall be underwritten by the sponsor (lead underwriter).
9. If the offline investor who provides effective quotation fails to participate in the subscription or the offline investor who obtains the preliminary placement fails 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 recommendation institution (lead underwriter) shall report the breach of contract to the China Securities Association for the record. The number of violations of placing objects in various sectors of the stock market of Beijing stock exchange (hereinafter referred to as “Beijing stock exchange”), Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”) and Shenzhen Stock Exchange shall be calculated together. During the period of being included in the restricted list, the placing object shall not participate in the offline inquiry and placement of relevant projects in all sectors of the stock market of Beijing stock exchange, Shanghai Stock Exchange and Shenzhen Stock Exchange.
If an online investor has won the lottery for 3 times but failed to pay in full within 12 consecutive months, it 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. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of public offerings, the issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
11. The issuer and the recommendation institution (lead underwriter) solemnly remind investors to pay attention to investment risks and invest rationally, Carefully read the special announcement on investment risks of initial public offering and listing on gem of Shenzhen Han’s CNC Technology Co., Ltd. published in China Securities Journal, Shanghai Securities News, securities times and Securities Daily on February 15, 2022 (t-1), fully understand the market risks and prudently participate in this IPO.
Valuation and investment risk tips
1. The issue price is 76.56 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 the CSRC, the industry of the company is “C35 special equipment manufacturing industry”. As of February 10 (T-4) 2022, the average static P / E ratio of “C35 special equipment manufacturing industry” issued by China Securities Index Co., Ltd. in the latest month was 38.88 times. As of February 10, 2022 (T-4), the P / E ratio of listed companies whose main business is similar to that of the issuer is as follows:
2020 deduction 2020 deduction T-4 day stock corresponding static City corresponding static City securities code securities abbreviation non front EPS non back EPS closing price earnings ratio deduction non front earnings ratio deduction non back (yuan / share) (yuan / share) (yuan / share) (2020) (2020)
300410 Guangdong Zhengye Technology Co.Ltd(300410) -0.8481 -0.8576 10.53 – –
688312 Shenzhen Yanmade Technology Inc(688312) 0.7098 0.6093 26.38 37.16 43.30
688630 Circuit Fabology Microelectronics Equipment Co.Ltd(688630) 0.5881 0.4547 56.36 95.84 123.95
688700 Kunshan Dongwei Technology Co.Ltd(688700) 0.5965 0.5363 54.84 91.93 102.26
Arithmetic mean 74.98 89.84
Data source: wind information, data as of February 10, 2022
Note 1: there may be mantissa difference in the calculation of P / E ratio, which is caused by rounding.
Note 2: EPS before / after deduction of non recurring profit and loss in 2020 = net profit attributable to the parent before / after deduction of non recurring profit and loss in 2020 / total share capital on T-4 day.
The issuance price of 76.56 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 108.40 times higher than the average static P / E ratio of the industry in the latest month published by China Securities Index Co., Ltd. and higher than the average static P / E ratio of comparable companies in 2020. 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 decisions rationally.
(2) After the price of this offering is determined, the number of investors who have submitted valid quotations for this offline offering is 256, and the number of placement objects managed is 6025, accounting for 65.33% of the total number of all placement objects after excluding invalid quotations; The total number of effective proposed subscriptions is 45217.5 million shares, accounting for 58.72% of the total number of subscriptions after excluding invalid quotations, which is 1329.14 times the initial offline issuance scale before online and offline callback after strategic placement.
(3) Investors are reminded to pay attention to the difference between the offering price and the quotation of offline investors. For the quotation of offline investors, see the attached table “preliminary inquiry and quotation of placing objects” in this announcement.
(4) Shenzhen Han nationality Numerical Control Technology Co., Ltd
