Teres (834014, NQ; yesterday’s closing price was 18.88 yuan), a gas transmission and distribution equipment manufacturer seeking IPO of the Beijing stock exchange, came up with a gambling listing agreement.
Recently, teres announced that the company plans to issue additional shares to three investors, including China Securities Co.Ltd(601066) wholly-owned subsidiary China Securities Co.Ltd(601066) Investment Co., Ltd. (hereinafter referred to as China Securities Co.Ltd(601066) investment). Among them, China Securities Co.Ltd(601066) investment plans to spend 17.7386 million yuan to subscribe for 2.42 million shares of teres.
The above agreement signed by teres is the first gambling agreement for the new third board to sprint the IPO of the Beijing stock exchange. According to the agreement, teres is required to submit an IPO application to the North stock exchange and obtain formal acceptance before the end of 2022; Otherwise, China Securities Co.Ltd(601066) investment has the right to require the actual controller of tris to repurchase the equity held in this offering at an average annual rate of return of 8%.
It is worth mentioning that at present, teres is also receiving the guidance of China Securities Co.Ltd(601066) , which means that China Securities Co.Ltd(601066) is not only the sponsor and related party of teres’s sprint for the IPO of the Beijing stock exchange, but also plans to take a stake in the company on the eve of teres’s listing, with a stock price of 7.33 yuan / share, while teres’s current listing price on the new third board is 18.88 yuan / share.
the proposed issue price is 7.33 yuan / share
The reporter of the daily economic news found that recently, teres announced a private placement plan. The company plans to issue 3.92 million shares, with a fund-raising amount of 28.7336 million yuan and an issue price of 7.33 yuan / share.
In recent years, with the development of multi-level capital market, there are many cases of fixed increase of new third board companies. The special feature of teres is that the relevant scheme also includes the arrangement of gambling agreement, which is the first gambling agreement involving the IPO of Beijing stock exchange on the new third board.
In this private placement plan, there are three issuing objects, of which Xu Jie and Li Yafeng are one of the actual controllers of the company, and China Securities Co.Ltd(601066) investment is a new institutional investor. China Securities Co.Ltd(601066) the investment plans to spend 17.7386 million yuan to subscribe for 2.42 million shares of teres.
China Securities Co.Ltd(601066) investment has also signed a “gambling agreement” with teres. According to the agreement, teres needs to submit its IPO application to the North stock exchange and obtain formal acceptance before the end of 2022; If Torres fails to achieve the above objectives, China Securities Co.Ltd(601066) investment has the right to require Xu Jie, Li Yafeng and others, the actual controllers of Torres, to repurchase the equity held in this offering at an average annual rate of return of 8%.
At present, teres has announced that it will hold an extraordinary general meeting of shareholders on February 24 this year to consider the above matters.
It is worth mentioning that the listing price of teres on the new third board on February 21 was 18.88 yuan / share, while the price of China Securities Co.Ltd(601066) investment in the subscribed shares was 7.33 yuan / share.
the rise of the “three pronged” model?
In teres’s IPO, China Securities Co.Ltd(601066) gained a lot. On the one hand, it is to “rush” into shares at a lower price. Once teres is listed successfully, it will share huge listing income. Even if teres fails to be listed, it can obtain an annualized return of 8% of the investment; On the other hand, China Securities Co.Ltd(601066) is also the sponsor of the teres IPO, and the sponsor fee is also a considerable income.
In the view of the outside world, if there is no accident, “sponsor + direct investment + gambling” three pronged approach, China Securities Co.Ltd(601066) will achieve “steady profit without loss”. In the “sponsor + direct investment” mode, the interests of China Securities Co.Ltd(601066) and terres have been deeply “bound”.
In this context, China Securities Co.Ltd(601066) can give professional opinions objectively and fairly in the process of recommendation?
According to Zhou Yunnan, a senior commentator on the new third board and founder of Beijing Nanshan investment, the above operations of China Securities Co.Ltd(601066) are allowed within the rules.
According to him, in November last year, the CSRC issued the revised guidelines for the application of regulatory rules – institution No. 1, which fully liberalized the time limit and proportion limit of direct investment by sponsors in companies listed on the Beijing stock exchange. It can be invested by investment banks or subsidiary investment companies before or after sponsorship.
“This is mainly to explore a more flexible coordination mechanism between investment and recommendation business of securities companies for the registration system and improve the ability of securities companies to serve the real economy.” Zhou Yunnan said that at the same time, considering that the new shares of the Beijing stock exchange in the future come from the innovation layer of the new third board, the sponsor must be its host broker. At the same time, during the listing of the new third board, the host broker may participate in the market making, fixed growth and direct investment of the enterprise to help the development and growth of the enterprise.
“As for the share price, since the implementation is the normal fixed increase procedure of the new third board, and there are multiple fixed increase objects at the same time, as long as the procedure is in compliance, it is also a normal market phenomenon.” Zhou Yunnan thinks.
According to the daily economic news reporter’s observation, with the permission of supervision, the current model of “sponsor + direct investment + gambling” seems to be rising among securities companies.
