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, and investors are facing great 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. Shanghai model organizations center, Inc
(floor 2-4, building 2, No. 178, Banxia Road, Pudong New Area, Shanghai)
Initial public offering and listing on the science and Innovation Board
Prospectus
Sponsor (lead underwriter)
(No. 689, Guangdong Road, Shanghai)
Important 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 integrity 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 changes in the operation and income of the issuer or changes in the stock price after the shares are issued according to law. The issuer and all directors, supervisors and senior managers promise that there are no false records, misleading statements or major omissions in the prospectus and other information disclosure materials, 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 agency 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.
Overview of this offering
Type of shares issued: RMB ordinary shares (A shares)
The number of shares issued this time is 1949.09 million, accounting for 25% of the total share capital after issuance. This issuance is all new shares, and the original shareholders do not offer shares to the public.
The par value of each share is RMB 1.00
The issue price per share is 84.62 yuan
Stock exchanges and plates to be listed Shanghai Stock Exchange science and Innovation Board
The total share capital after issuance is 77963513 shares
Sponsor (lead underwriter) Haitong Securities Company Limited(600837)
Signing date of prospectus: December 23, 2021
Haitong Securities Company Limited(600837) the subsidiary Haitong innovation Securities Investment Co., Ltd. was arranged to participate in the strategic placement of relevant subsidiaries of the issuance and recommendation institution. The number of placement was 3.64% of the number of public offerings, that is, 709052 shares participated in the strategic placement, and the allocated amount was 5999980.24 yuan. Haitong Chuangxin Securities Investment Co., Ltd. obtains the restricted term of the shares placed this time, which is 24 months from the date of the issuer’s initial public offering and listing.
Tips on major events
This important notice is a summary notice. For the company risks and other important matters that investors need to pay special attention to, investors should carefully read the text of this prospectus. 1、 Special risk tips (I) iterative risk of upgrading general technology of gene editing
Gene modified animal model service industry is a comprehensive application field of basic life science and transgenic, gene targeting and editing technology. It has high technical threshold and rapid development and change. From the development history of general gene editing technology, a variety of technical routes have emerged in recent 30 years, including zinc finger nuclease Technology (ZFN) in 1996, transcription activating effector nuclease (talen) technology established in 2011 and gene editing technology mediated by CRISPR / CAS system discovered in 2012.
With the further research on gene editing mechanism and molecular biology, a new generation of gene editing technology with higher efficiency, lower cost and wider application range may appear in the future. If the current general CRISPR / CAS gene editing technology is replaced, and the issuer cannot carry out R & D according to the new general gene editing technology in time and apply it to the genetically modified animal model, the issuer will face the risk of upgrading and iteration of the general gene editing technology, which will have an adverse impact on the business development of the issuer. （2） The risk that the issuer’s own technology research and development cannot meet the market demand in time
The genetically modified animal model is the basis for the company to carry out business, has a high theoretical and technical threshold, and there is a risk that the issuer’s own technology research and development can not meet the market demand in time.
On the one hand, the issuer faces the risk that the market demand for the standardized model independently developed is less than expected. The issuer has independently developed more than 6000 standardized models, and will continue to invest in the research and development of genetically modified animal model lines in the future. For example, the issuer has deviation in the overall R & D strategy and target gene selection, resulting in the inability of the developed standardized model to produce sales or low commercialization prospect, and the standardized model lines developed by the issuer may not meet the market demand.
On the other hand, the issuer faces the risk of failing to develop representative target animal models with large market demand in time. With the gradual development of targeting and precision in the research and development of innovative drugs, the discovery of new targets and new drugs in the treatment fields of tumor treatment, rare diseases, autoimmune diseases and ophthalmic diseases is changing with each passing day. After the discovery of representative targets such as PD-1 and PD-L1, relevant drugs have gradually become a heavy new drug variety with an annual sales of tens of billion yuan in the world, In recent years, CD47 and other drug targets with great commercial value have emerged. If the issuer fails to timely develop the corresponding humanized animal model according to the changes of new drug research and development, there is a risk that it will not be able to timely develop products that meet the market demand. （3） At present, the issuer’s main business in China has a small market segment, and faces the risk that the future industry market growth is less than expected, resulting in the limited development space of the issuer
According to GMI data, the global market scale of genetically modified animal models in 2019 is about US $10 billion, the Chinese market scale of genetically modified animal models is about US $800 million, and the Chinese market segment of rat and mouse animal models is 2.6 billion yuan. The issuer has a small market segment in China. For example, in the future, the relevant products cannot continuously explore new commercialization needs, can not be further applied to innovative drug discovery and efficacy evaluation, and can not gradually expand the market scale. The issuer faces the risk of limited development space due to the small scale of China’s major business segments and the growth of industry market scale is not as expected. （4） At present, there is a certain gap between the income scale of the issuer’s standardized model and its competitors in the same industry, and the issuer faces the risk of being unable to narrow the gap in the future
According to Frost & Sullivan’s statistics, in the field of standardized model, the Chinese market scale in 2019 was RMB 1.6 billion, and the domestic subsidiary of Charles River, weitonglihua, had a revenue scale of RMB 217 million, accounting for 13.7% of the market share, ranking first; The business income scale of Jicui Yaokang is 95.27 million yuan, with a market share of 6.0%, ranking the second. At present, Jicui Yaokang has formed more than 16000 standardized models with independent intellectual property rights.
In 2019, the operating income of the issuer’s standardized model was 39.4477 million yuan, and the issuer’s market share was 2.5%. As of the signing date of this prospectus, the issuer had developed more than 6000 standardized models. In terms of the income scale of standardized models and the cumulative number of standardized models developed, the issuer is currently working with the domestic subsidiaries of Charles River, weitonglihua There is a certain gap in jijiyaokang. For example, the issuer cannot achieve high-speed growth in the field of standardized model in the future, and faces the risk of not narrowing the above gap and improving market share. （5） Management risks caused by the expansion of business scale after the implementation of raised investment projects
During the reporting period, the company’s production and operation scale grew rapidly. Raised investment project: biological R & D base project of Shanghai Dishi Biotechnology Co., Ltd Before the implementation of (Southern model Biology), the issuer owned about 50000 cages through leasing and procurement of technical services. If the fund-raising investment project can be successfully implemented, the issuer will have more than 100000 cages, the number of cages will increase significantly, and the types of business and products will be further enriched, so as to put forward suggestions to the company in terms of resource integration and market development Higher requirements. If the management level of the company can not meet the needs of rapid scale expansion at that time, the company may face the management risk brought by the expansion of business scale. （6） Risk that the right relationship is not clearly stipulated in some common patents
In the patents owned by the issuer, a method for establishing a mouse model of pleomorphic adenoma (Patent No.: zl03142220.9) and the combination of ribonuclease and cantharidin (Patent No.: zl201210040538.6) have not clearly agreed on relevant rights and obligations with the patent co owner, so the patent co owners exercise their respective rights in accordance with the relevant provisions of the patent law of the people’s Republic of China.
In terms of risk, if the issuer permits others to use such patents in the future, the fees charged shall be shared with the co owners. In addition, if the patent co owner uses the co owned patent or authorizes a third party to use the co owned patent, the competition in relevant model varieties will intensify, which may damage the operation of the issuer. （7） Laboratory animal management risk
The company is mainly engaged in the service business of genetically modified animal model, and needs to raise experimental animals such as rats and mice. With the tightening of regulatory policies related to experimental animals, if the company makes mistakes in the management of experimental animals under the expansion of business scale, or violates the ethics of experimental animals or relevant provisions on experimental animal welfare due to negligence of internal control, the company may face the risk of punishment. 2、 Operation after the audit deadline of financial report (I) overall operation
From the audit deadline of the financial report to the signing date of this prospectus, there has been no significant change in the company’s business model, the composition of major customers and suppliers, tax policies and other major matters, there is no significant change or imminent change in the internal and external environment of the company’s production and operation, and the company’s operating conditions and operating performance have not been significantly and adversely affected. （2） Main financial information from January to September 2021 and operation after the audit deadline
The audit deadline of the company’s financial report is June 30, 2021. The financial data from January to September 2021 have been reviewed by Zhonghui. The main financial data are as follows:
Unit: 10000 yuan
Project 2021.9 302020.12. 31 rate of change
Total assets 43176.2435701.9720 94%
Owner’s equity attributable to the parent company 29365.8225493.2415 19%
Change rate of the project from January to September 2021 to January to September 2020
Operating income 18973.3512716.1749 21%
Operating profit 4412.322549.9773 03%
Total profit 4387.832549.9772 07%
Net profit 3872.762381.7662 60%
The net profit attributable to the shareholders of the parent company is 3872.762381.7662 60%
After deducting non recurring profits and losses, it belongs to parent 3269.531974.2765 61% of the net profit of the company’s shareholders
Net cash flow from operating activities is 5082.04989 71413.49%
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