688115: letter of intent for silinger’s initial public offering and listing on the science and Innovation Board

Tips on investment risk of science and Innovation Board: after this stock issuance, it is planned to be listed on the science and innovation board market, which has high investment risk. Kechuang board company has the characteristics of large R & D investment, high operation risk, unstable performance and high delisting risk. Investors are facing greater market risk. Investors should fully understand the investment risks of the science and innovation board market and the risk factors disclosed by the company, and make investment decisions prudently.

Guangzhou silinjie Technology Co., Ltd

(Smartgiant Technology Co., Ltd.)

Address: 101, 201, 301, 401 and 501, building 2, No. 1003, Asian Games Avenue, Shiqi Town, Panyu District, Guangzhou

And a letter of intent for listing on the science and innovation board

Sponsor (lead underwriter)

(No. 8, Puming Road, China (Shanghai) pilot Free Trade Zone)

Issue overview

Type of shares issued: RMB ordinary shares (A shares)

The number of shares issued this time is 16.67 million, accounting for 25% of the total share capital after issuance. All the shares issued this time are new shares issued to the public, which does not involve the public offering of shares by shareholders.

The par value of each share is RMB 1.00

Issue price per share [*] yuan

Expected issue date: March 3, 2022

The stock exchange to be listed and the science and Innovation Board of Shanghai Stock Exchange

The total share capital after issuance is 66.67 million shares

Sponsor (lead underwriter) Minsheng Securities Co., Ltd

Signing date of the prospectus: February 23, 2022

Statement

Any decision or opinion made by the CSRC and the exchange on this issuance does not indicate that they guarantee the authenticity, accuracy and completeness of the registration application documents and the information disclosed, nor do they indicate that they make substantive judgment or guarantee on the profitability, investment value of the issuer or the income of investors. Any statement to the contrary is a false statement.

According to the provisions of the securities law, the issuer shall be responsible for the changes in the operation and income of the issuer after the shares are issued according to law; Investors independently judge the investment value of the issuer, make investment decisions independently, and bear the investment risks caused by the changes in the operation and income of the issuer or the changes in the stock price after the shares are issued according to law. The issuer and all directors, supervisors and senior managers promise that the prospectus and other information disclosure materials are free from false records, misleading statements or major omissions, and bear individual and joint legal liabilities for their authenticity, accuracy and completeness.

The controlling shareholder and actual controller of the issuer promise that there are no false records, misleading statements or major omissions in this prospectus, and bear individual and joint legal liabilities for its authenticity, accuracy and completeness. The person in charge of the company, the person in charge of accounting and the person in charge of the accounting institution shall ensure that the financial and accounting materials in the prospectus are true and complete.

The issuer and all directors, supervisors, senior managers, controlling shareholders, actual controllers, sponsors and underwriting securities companies promise to compensate investors for losses in securities issuance and trading due to false records, misleading statements or major omissions in the issuer’s prospectus and other information disclosure materials.

The sponsor and the securities service institution promise to compensate the investors for the losses caused to the investors due to the false records, misleading statements or major omissions in the documents prepared and issued for the issuer’s public offering.

Tips on major issues

This major event tip is a summary reminder of major risks and other important matters that investors need to pay special attention to. Investors should carefully read the full text of this prospectus: I. risk tip (I) the issuer has high dependence on Apple industrial chain company and relatively small sales revenue in other fields

During the reporting period, due to the relatively limited R & D, capital and other resources, the company chose the business strategy of concentrating resources to serve the apple industry chain. Therefore, the company’s products are mainly used in the field of apple industry chain, and the main revenue comes from the apple industry chain. In each period of the reporting period, the issuer’s direct income from Apple was 2.4678 million yuan, 1.3248 million yuan, 2.3939 million yuan and 493800 yuan respectively, with relatively small income. The company’s customers are mainly testing equipment manufacturers in the apple industry chain. In each period of the reporting period, the issuer obtained revenue from selling products and providing services to apple and its industrial chain enterprises, accounting for 94.72%, 85.03%, 90.85% and 91.97% of the current operating revenue respectively. The issuer has a high dependence on Apple industrial chain companies. At the same time, the issuer’s income is mainly concentrated in the field of electronic consumer product testing represented by Apple industrial chain customers, and the income in other fields accounts for a relatively small proportion. If the issuer cannot effectively improve the situation of high dependence on Apple’s industrial chain by expanding the application of the company’s products in other fields, once there is a transfer of Apple’s industrial chain, or the issuer cannot continue to develop embedded intelligent instrument module products that meet Apple’s testing needs and continue to maintain its technical advantages, Or the gradual increase of modular testing instrument manufacturers in the testing field of Apple industrial chain may have a significant adverse impact on the company’s operating performance. (II) risk of large balance of accounts receivable and uncollectible

At the end of each reporting period, the balance of accounts receivable of the company was 42.7337 million yuan, 53.5088 million yuan, 116.4255 million yuan and 187.4824 million yuan respectively. The proportion of the balance of accounts receivable in the current operating revenue was 35.21%, 45.12%, 61.70% and 160.28% respectively. It was mainly due to the covid-19 epidemic and exchange rate factors. Some customers were short of funds and the collection speed slowed down, Resulting in the increase of accounts receivable balance. During the reporting period, the company’s accounts receivable balance was mainly the accounts receivable of the company’s main customers yuntaili and Jingshi measurement and control. The total accounts receivable of the above two customers accounted for 79.30%, 72.59%, 72.86% and 83.71% of the company’s accounts receivable balance. Due to the good financial and operating conditions of yuntaili and Jingshi measurement and control, and for some overdue loans, yuntaili has paid the company through factoring financing, the risk of non recovery of the above accounts receivable is small.

If there are significant adverse changes in the financial, operating and credit conditions of the above major customers, and the subsequent company cannot effectively control the accounts receivable and recover the due accounts receivable in time, there may be a risk that the balance of accounts receivable is large and unrecoverable, which may have a significant adverse impact on the company’s future operating performance.

(III) the application scenario of the issuer’s modular testing scheme in the apple industry chain is relatively single, the business scale is relatively small, and there is a risk of technical gap with foreign modular testing scheme providers

The issuer’s main business is the R & D, production and sales of embedded intelligent instrument modules, but compared with instrument enterprises in the same industry, the company’s capital strength and business scale are obviously small. During the reporting period, the company achieved operating revenue of 121.3647 million yuan, 118.5996 million yuan, 188.7016 million yuan and 116.9736 million yuan respectively, with a small overall scale. Among them, embedded intelligent instrument module products are an important source of the company’s revenue, and the relevant revenue accounts for 89.56%, 82.92%, 89.01% and 87.51% of the main business revenue respectively. At the same time, the application scenario of the issuer’s modular detection scheme in the apple industry chain is relatively single. During the reporting period, the company’s embedded intelligent instrument module detection scheme was mainly used for the PCBA function detection of Apple electronic products. In other detection links such as module detection, semiconductor and integrated circuit detection, PCBA online detection, RF detection and so on, the traditional instrument detection scheme is still the main, and the issuer’s modular detection products are rarely used or have not been adopted yet. If the company cannot further improve its technical strength, launch embedded intelligent instrument module products that can be widely used in other detection links, expand the application scope of module products in the detection field of Apple industrial chain, or the business expansion is less than expected or encounter other adverse factors, the growth of the company’s future performance will be adversely affected.

In addition, there is a technical gap between the issuer and foreign modular testing scheme providers in the apple industry chain. In the apple industry chain, the suppliers providing modular testing solutions at this stage are mainly American National Instruments and issuers. American national instruments is the issuer’s main competitor in the apple system. Compared with the issuer’s products, which mainly focus on PCBA function detection, American national instrument products are used in a wider range of fields, involving detection links with high technical requirements such as integrated chip test and RF signal test. In addition, the product line types of national instruments in the United States are also more extensive than those of issuers, and there is a certain technical gap between issuers and national instruments. Due to more testing links and wider product line coverage, American national instruments can provide customers with more comprehensive and comprehensive products and services. At this stage, there is still a certain gap between the company’s products and the above-mentioned international giants in terms of technical depth and product coverage, and the company’s comprehensive competitiveness in the modular testing industry is still insufficient compared with international leading enterprises. (IV) there is a risk of differentiated competition between the issuer’s modular testing instruments and traditional instruments

There is a certain gap between the issuer’s modular testing instruments and traditional instruments in terms of technical level and testing links. The issuer’s embedded intelligent instrument module products are similar to traditional instruments and meters. They all carry out analog front-end signal processing on the measured signal, then convert it into digital signal, and then realize the detection function through digital signal processing algorithm. However, limited to its own technical accumulation, product miniaturization design and other factors, some performance indexes of the issuer’s embedded intelligent instrument module products, such as range coverage, are insufficient compared with traditional instruments. In addition, at present, the issuer’s products are mainly used in the PCBA function detection link of consumer electronic products dominated by Apple industrial chain, while traditional instruments and meters have been widely used in education and scientific research, industrial production, aerospace and other fields and cover all detection links. In terms of application scenarios, there is also a large gap between embedded intelligent instrument module products and traditional instruments and meters.

There is a risk of differentiated competition between the issuer and traditional instrument manufacturers. At this stage, there is differentiated competition between the issuer and traditional instrument manufacturers. However, with the modularization of the testing instrument industry becoming increasingly obvious as the development trend of the industry, traditional testing instrument manufacturers in China and abroad have laid out the field of modular technology one after another. Among Chinese enterprises, Puyuan Jingdian and dingyang technology both take modular technology as the key R & D direction in their future plans; Among foreign enterprises, in addition to the modular transformation of American national instruments, public reports show that German technology and other leading enterprises are also increasing the layout of modular testing instruments, and the market competition in the field of modular testing instruments is intensifying. If the company fails to update the technology and innovative products in time according to the needs of customers, the increasing market competition may have a significant adverse impact on the market share and operating performance of the issuer. (V) risk that future business cannot maintain high gross profit margin

During the reporting period, the company’s comprehensive gross profit margin was 77.00%, 76.31%, 77.78% and 79.16% respectively, maintaining a high level. Among them, the gross profit margin of the main product embedded intelligent instrument module is 79.35%, 82.30%, 81.35% and 82.51% respectively. The relatively high gross profit margin of the company’s embedded intelligent instrument module products is mainly due to the relatively low cost of raw materials because the product form presents the form of modular board, and the brand customers of terminal applications are mainly apple. In the future, with the improvement of the company’s business scale, the increase of terminal application brand customers and the intensification of the overall competition in the industry, as well as the sharp fluctuations in the price of electronic raw materials caused by the covid-19 epidemic, the company faces the risk that its future business will not be able to maintain high gross profit margin.

(VI) risk of high customer concentration

During the reporting period, the proportion of the company’s sales revenue to the top five customers in the current operating revenue was 79.11%, 74.94%, 79.68% and 80.57% respectively. At the same time, the top five customers of the company during the reporting period included two related parties, Jingshi measurement and control 1 and xunkoda. The formation of the relationship between the issuer and Jingshi measurement and control and xunkoda is caused by the external shareholders holding more than 5% of the company serving as directors in the enterprises invested by them. In each period of the reporting period, the total sales revenue of the company to Jingshi measurement and control and xunkoda customers accounted for 4.19%, 12.46%, 23.00% and 37.76% of the current operating revenue respectively, and the proportion of related party transactions showed an increasing trend year by year. Since the company’s products are mainly used in the field of consumer electronics testing, and the downstream direct customer testing equipment enterprises have shown a centralized trend with the aggregation of well-known terminal brands in recent years, and the company’s products are mostly designed and developed according to Apple’s testing needs, which has certain customization characteristics, so the company’s direct customers are mostly enterprises related to Apple’s industrial chain testing equipment, And relatively concentrated. In addition, the amount and proportion of sales realized by the company to downstream direct customers fluctuate, which mainly depends on the sales orders obtained by the customer in the field of Apple testing equipment. The company’s revenue fluctuates with the fluctuation of orders obtained by downstream direct customers. If there is a significant change in the business status or business structure of the downstream main customers, or there is a significant adverse change in the business status and credit status of the main customers and related parties, as well as the apple testing equipment orders obtained, or the main customers are lost due to the quality of the company’s products, resulting in the main customers reducing the purchase of the issuer’s products in the future, It will have a significant adverse impact on the operating performance of the issuer in a certain period of time. (VII) risk of chip supply shortage

During the reporting period, the issuer’s main products were embedded intelligent instrument modules, of which chip raw materials were the main raw materials of the company’s products. In each period of the reporting period, the proportion of chips in the raw materials purchased by the company was 55.66%, 46.65%, 50.19% and 55.72% respectively. At present, the chips used in the company’s products are mainly foreign chip brands, such as ADI, Xilinx, etc. If there are extreme changes in international trade or the covid-19 epidemic continues to deteriorate, foreign chip manufacturers have business risks or face shutdown, resulting in the lengthening of the procurement cycle of core chips, drastic price fluctuations or the suspension of chip supply to Chinese enterprises, which may have a significant adverse impact on the production and operation of the company. in addition

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