Suzhou Guoxin Technology Co., Ltd
Initial public offering and listing on the science and Innovation Board
Special announcement on investment risk
Sponsor (co lead underwriter): Guotai Junan Securities Co.Ltd(601211)
Co lead underwriter: China Securities Co.Ltd(601066)
Suzhou Guoxin Technology Co., Ltd. (hereinafter referred to as the "issuer" or "Guoxin technology") has applied for the initial public offering of RMB common shares (A shares) and listing on the science and Innovation Board (hereinafter referred to as the "issuance") in Shanghai Stock Exchange (hereinafter referred to as the "Shanghai Stock Exchange") ）It has been deliberated and approved by the stock listing committee of Kechuang board and has been approved to register by China Securities Regulatory Commission (hereinafter referred to as "CSRC") zjxk [2021] No. 3860.
Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as " Guotai Junan Securities Co.Ltd(601211) ", "sponsor" or "co lead underwriter") serves as the sponsor (co lead underwriter) of this offering, China Securities Co.Ltd(601066) (hereinafter referred to as " China Securities Co.Ltd(601066) " or "co lead underwriter") ）Acting as the co lead underwriter of this offering. After negotiation between the issuer and the joint lead underwriters, the number of shares issued this time is 60 million, all of which are new shares issued to the public. The offering will be implemented through the trading system of Shanghai Stock Exchange and the offline subscription electronic platform on December 24, 2021 (t day).
The issuer and the co lead underwriters specially draw the investors' attention to the following contents:
1、 This issuance adopts directional placement to strategic investors (hereinafter referred to as "strategic placement"), offline inquiry placement to qualified offline investors (hereinafter referred to as "offline issuance") and online pricing issuance to social public investors holding the market value of non restricted A-Shares and non restricted depositary receipts in Shanghai market (hereinafter referred to as "online issuance") ）Combined.
The strategic placement, preliminary inquiry and online and offline issuance of this offering shall be organized and implemented by Guotai Junan Securities Co.Ltd(601211) . The strategic placement is made at Guotai Junan Securities Co.Ltd(601211) ; The preliminary inquiry and offline issuance are through the offline subscription platform of Shanghai Stock Exchange（ https://ipo.uap.sse.com..cn./ipo ）Implementation; Online issuance is implemented through the trading system of Shanghai Stock Exchange.
The strategic placement of this offering is composed of the follow-up investment of relevant subsidiaries of the sponsor and the special asset management plan for senior managers and core employees of the issuer. The follow-up investment institution is Guotai Junan Securities Co.Ltd(601211) Zhengyu Investment Co., Ltd, The special asset management plan established by the issuer's senior managers and core employees participating in this strategic placement is Guotai Junan Securities Co.Ltd(601211) Junxiang Kechuang board Guoxin technology No. 1 strategic placement collective asset management plan. There are no other strategic investor arrangements.
2. The issuer and the co lead underwriters will directly determine the issuance price through offline preliminary inquiry, and offline cumulative bidding inquiry will not be conducted.
3. After the preliminary inquiry, The issuer and the co lead underwriters shall, in accordance with the announcement on the issuance arrangement and preliminary inquiry of Suzhou Guoxin Technology Co., Ltd. for initial public offering and listing on the science and Innovation Board (hereinafter referred to as the "announcement on the issuance arrangement and preliminary inquiry") ）According to the specified exclusion rules, after excluding the preliminary inquiry results of the quotation of investors who do not meet the requirements, after consensus, All the placing objects with the proposed purchase price higher than 48.00 yuan / share (excluding 48.00 yuan / share) are eliminated; among the placing objects with the proposed purchase price of 48.00 yuan / share, the number of subscription is less than 11.3 million shares All placing objects (excluding 11.3 million shares) shall be eliminated; if the proposed subscription price is 48.00 yuan / share and the number of 11.3 million shares is applied, one placing object shall be eliminated according to the application time from late to early and the order from back to front automatically generated by the offline subscription platform of Shanghai stock exchange. A total of 122 placing objects are eliminated, and the corresponding total amount of proposed subscription is 134500 Million shares, accounting for 1.01% of the total 133732.8 million shares declared after excluding invalid quotations in this preliminary inquiry. The excluded part shall not participate in offline and online subscription. Please refer to the attached table in the announcement of Suzhou Guoxin Technology Co., Ltd. initial public offering and listing on the science and Innovation Board (hereinafter referred to as the "issuance announcement"): the part marked "high price elimination" in the "statistical table of investor quotation information".
4. According to the preliminary inquiry results, the issuer and the joint lead underwriters, taking into account the issuer's fundamentals, market conditions, the valuation level of Listed Companies in the same industry, the demand for raised funds, underwriting risks and other factors, negotiated and determined that the issuance price is 41.98 yuan / share, and the offline issuance will not conduct cumulative bidding inquiry.
The price of this offering is not higher than the median and weighted average of the remaining quotations of offline investors after excluding the highest quotation, And the lower of the median quotation and weighted average of securities investment funds and other partial equity asset management products (hereinafter referred to as "public offering products"), National Social Security Fund (hereinafter referred to as "social security fund") and basic old-age insurance fund (hereinafter referred to as "pension").
Investors are requested to make online and offline subscription at this price on December 24, 2021 (t day). There is no need to pay subscription funds when applying. The offline subscription time is 9:30-15:00, and the online subscription time is 9:30-11:30 and 13:00-15:00.
5. The issue price is 41.98 yuan / share, and the corresponding P / E ratio is:
(1) 165.19 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company before deducting non recurring profits and losses is divided by the total share capital before the issuance
Calculation);
(2) 314.21 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company after deducting non recurring profits and losses is divided by the total share capital before the issuance
Calculation);
(3) 220.25 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company before deducting non recurring profits and losses is divided by the total share capital after the issuance
Calculation);
(4) 418.95 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company after deducting non recurring profits and losses is divided by the total share capital after the issuance
Calculate).
6. The issue price is 41.98 yuan / share. Investors are requested to judge the issue price according to the following conditions
The rationality of.
(1) According to the guidelines for Industry Classification of listed companies (revised in 2012) issued by China Securities Regulatory Commission, the company belongs to
The industry is software and information technology services (I65). As of December 21, 2021 (T-3), CSI
The software and information technology service industry (I65) released by Index Co., Ltd. has an average static P / E ratio in the latest month
60.99 times.
(2) As of December 21, 2021 (T-3), listed companies whose main business is similar to that of the issuer
The price earnings ratio is as follows:
Deduction in 2020 non deduction in 2020 non deduction in 2020 non static securities code corresponding to the static market corresponding to the stock on T-3 day securities abbreviation pre EPS (post yuan EPS (yuan) closing price earnings ratio p / E ratio
/(share) / share) (yuan / share) (before deduction) (after deduction) (Times) (Times)
688521.SH Verisilicon Microelectronics (Shanghai) Co.Ltd(688521) -U-0.0516-0.215275. 20-1,456.47-349.36
300077.SZ Nations Technologies Inc(300077) 0.0190-0.247626. 791,413.24-108.20
002049.SZ Unigroup Guoxin Microelectronics Co.Ltd(002049) 1.32891. 1466204.77154. nine thousand one hundred and seventy-eight point five eight
688385.SH Shanghai Fudan Microelectronics Group Co.Ltd(688385) 0.16310. 049050.42309. 081,029.79
0085. HK CLP Huada technology -0.49920 02230.69-1.3830. ninety-two
3443.tw creative electronics 6.34286 1854612.0096. four thousand nine hundred and ninety-eight point nine four
3035.tw Zhiyuan 1.08000.00 4251238.50220. eighty-two thousand five hundred and sixty-one point zero two
3661. Tw shixin-ky11 821511.3123981. 0082.9886. seventy-two
Deduction in 2020 non deduction in 2020 non deduction in 2020 non static securities code corresponding to the static market corresponding to the stock on T-3 day securities abbreviation pre EPS (post yuan EPS (yuan) closing price earnings ratio p / E ratio
/(share) / share) (yuan / share) (before deduction) (after deduction) (Times) (Times)
CEVA. OCEVA-0.1036-0.103642. 17-407.23-407.23
NXP semiconductor
NXPI. O(NXP0.19550.4212217.651,113.08516.79SEMICONDUCTORS)
IFX. DF Infineon technology 0.28180 281838.84137. eighty-three thousand one hundred and thirty-seven point eight three
Mean value -- 166.88106 sixty
Data source: wind information, data as of December 21, 2021 (T-3).
Note 1: calculation criteria of EPS before / after deduction of non recurring profit and loss in 2020: net profit attributable to the parent company before / after deduction of non recurring profit and loss in 2020 / T-3 day
(December 21, 2021) total share capital.
Note 2: due to Nations Technologies Inc(300077) , the 2020 static P / E ratio (before deduction) of NXP semiconductors is
Extreme value, Verisilicon Microelectronics (Shanghai) Co.Ltd(688521) -u, CLP Huada technology and CEVA's 2020 static P / E ratio (before deduction) is negative, so they are not included in the static
The price earnings ratio (before deduction) is calculated as the average value.
Note 3: due to the 2020 static P / E ratio of Shanghai Fudan Microelectronics Group Co.Ltd(688385) , Zhiyuan and NXP semiconductors (excluding deduction)
After) is the extreme value, and the 2020 static P / E ratios of Verisilicon Microelectronics (Shanghai) Co.Ltd(688521) - u, Nations Technologies Inc(300077) and CEVA are negative, so they are not included in the static
Calculate the average value of P / E ratio (after deducting non-standard).
Note 4: there may be mantissa difference in the calculation of P / E ratio, which is caused by rounding.
Note 5: Infineon technology's financial year is from October 1, 2019 to September 30, 2020.
Note 6: the unit of EPS and closing price of CLP Huada technology is Hong Kong dollars, and the unit of EPS and closing price of creative electronics, Zhiyuan and Shixin KY is Hong Kong dollars
The position is new Taiwan dollar, and the EPS and closing prices of CEVA and nxpsemiconductors are in US dollars, Infineon technology
EPS and closing price are in euros.
The issue price is 41.98 yuan / share, which is lower before and after deducting non recurring profits and losses of the issuer in 2020
Diluted outlook
