After this stock issue, it is planned to be listed on the gem, which has high investment risk. GEM companies have the characteristics of large investment in innovation, uncertainty about the success of the integration of new and old industries, still in the growth stage, high operation risk, unstable performance and high delisting risk. Investors are facing greater market risk. Investors should fully understand the investment risks of the gem and the risk factors disclosed by the company, and make investment decisions prudently.
Jiayuan Technology Co., Ltd
Jiayuan Science and Technology Co.,Ltd.
(No. 1, floor 17 and floor 18, building 10, No. 399, west section of Fucheng Avenue, Chengdu hi tech Zone, China (Sichuan) pilot Free Trade Zone)
Letter of intent for initial public offering and listing on GEM
Sponsor (lead underwriter)
(North block, excellence Times Plaza (phase II), No. 8, Zhongxin Third Road, Futian District, Shenzhen, Guangdong)
Overview of this offering
Type of shares issued: RMB ordinary shares (a)
Number of shares issued: the number of shares issued this time shall not be less than 25% of the total share capital after issuance, 23073300 shares shall be issued to the public, and the shareholders of the company shall not offer shares to the public
Par value per share: RMB 1.00
Issue price per share: [] yuan
Expected issue date: January 5, 2022
Exchanges and sectors to be listed: Shenzhen Stock Exchange gem
Total share capital after issuance: 92.2633 million shares
Sponsor (lead underwriter): Citic Securities Company Limited(600030)
Signing date of prospectus: December 24, 2021
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 the prospectus and other information disclosure materials are free from false records, misleading statements or major omissions, and bear corresponding legal liabilities.
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 corresponding legal liabilities.
The person in charge of the company, the person in charge of accounting and the person in charge of accounting institutions 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 events
The company specially reminds investors that before making investment decisions, they must carefully read all the contents of the main body of this prospectus, the financial report and the full text of the audit report, and pay special attention to the following important matters. 1、 Significant risk warning (I) innovation risk
In recent years, in response to the national “network power” strategy of “information driven modernization as the main line, building a network power as the goal, and striving to enhance the national information development capacity”, the central state organs, government departments at all levels, public institutions, national defense and military industrial units have continuously increased their investment in information and network information security. Information technology products have the characteristics of fast technology update and short product iteration cycle. With the rapid development of society, new needs of all kinds of users continue to emerge. At the same time, the end users of network information security software and hardware products are mainly key units of national defense and military industry. They have the characteristics of many models, wide technical range, high technical complexity and difficult technical management. Customers have high requirements for the safety and stability of products, and then have high requirements for the technical level of enterprises in the industry, And enterprises are facing the pressure of continuous innovation and looking for new performance growth points.
The company needs to accurately grasp the technology and market trend and industry development direction, and continue to carry out technology R & D and product update to meet customer needs and maintain the competitive advantage of the industry. If the company fails to timely adjust the technical development direction of products and services according to the market development trend and relevant technical iterations for various reasons, or the company’s core technology, product quality and other factors fail to meet the needs of customers’ technical development direction in the future, or the innovation is slow or failed for various reasons, it will have an adverse impact on the development of the company, There are risks affecting the company’s operation and profitability. （2） Risk of qualification renewal
During the reporting period, the company has various qualifications and licenses required for business operation, but these qualifications need to be re certified or licensed after a certain number of years. If the company cannot continuously obtain these qualifications for some reason in the future, there will be certain risks to production and operation. At the same time, due to the application for listing, the company needs to strip or cancel the relevant secret related qualifications held by the listed subject of the company, and the subsidiary of the company applies again. If the company’s subsidiaries cannot obtain relevant qualifications again, it will have a certain negative impact on the company’s business development.
With the vigorous development of the company’s network security products, during the reporting period, the company’s military related business revenue accounted for 1.53%, 23.35%, 68.78% and 44.28% respectively, and the military related business revenue continued to rise. At present, the company has relevant qualifications related to military business. If the qualification cannot be renewed normally after expiration, it will have a significant adverse impact on the company’s production and operation. （3） Network information security business sustainability risk
Due to the late start of the company’s network information security business and the limited number of customers, customers were relatively concentrated during the reporting period. In the future, if the issuer is unable to maintain its advantages in the supplier system of its main customers and the cooperative relationship with its main customers, the operating performance of the company will be greatly affected. At the same time, if the existing customers’ demand for the company’s main products changes or the company’s competitor’s products are superior to the company in technical performance, it will have an adverse impact on the sustainability of the company’s operating performance. （4） Recovery risk of accounts receivable
At the end of 2018, 2019, 2020 and June 2021, the book value of the company’s accounts receivable was 101.2766 million yuan, 130.3449 million yuan, 131.7677 million yuan and 204.4722 million yuan respectively, showing an increasing trend year by year. From the perspective of aging composition, the company’s accounts receivable are mainly concentrated within 1 year. The company’s main customers are the government, public institutions, state-owned enterprises and military industrial units. Such customers are affected by their payment approval process. The payment progress is often affected by their capital budget and the allocation of superior competent departments, and the payment cycle is generally long. Although the company’s customers are mainly governments, public institutions, state-owned enterprises and military industrial units with high reputation, and the risk of bad debts is low, due to the large amount of single accounts receivable of such customers, once the customer’s payment is delayed or the payment cannot be recovered, it will bring certain losses to the company. （5） Risk of insufficient operating cash flow
In each period of the reporting period, the net cash flow from operating activities of the company was -22.6194 million yuan, 14.2869 million yuan, 377800 yuan and -29.2148 million yuan respectively. The net operating cash flow and net profit of the company are different and fluctuate greatly, which is mainly due to the rapid growth of the company’s business and is greatly affected by the fluctuation of operating receivables and payables. Although the company’s customers are mainly government agencies, institutions and national defense industrial enterprises with high reputation, and the credit risk of accounts receivable collection of the company is small, the net cash flow generated from operating activities is negative or lower than the net profit due to the relatively slow collection of downstream customers of the company. Although the company’s working capital is in good condition by strengthening the management and collection of accounts receivable and the combination of various financing methods, if the company cannot effectively budget and control the receipt and payment of working capital in the future, it may lead to the risk of insufficient operating cash flow.
（6） Risk of adverse impact of covid-19 pneumonia on the company’s operation
In 2020, affected by the epidemic of New Coronavirus pneumonia, the company’s information integrated solution business was adversely affected. The customer groups of the company’s information products and services are mainly hospitals, governments, schools, national defense and military enterprises and other institutions. During the epidemic period, government departments and medical institutions at all levels were the leading and leading institutions for epidemic prevention and control, and epidemic prevention and control was the focus of the year. Individual customers directly stopped production and shutdown, resulting in the inability of the original projects under implementation to continue to be implemented at the customer’s site, and the bidding work and contract signing of new businesses were suspended. With the current slowdown of the epidemic in China, government departments at all levels and customers of medical institutions have gradually resumed operation, and enterprise customers have successively resumed work and production, and started the bidding of new projects.
The outbreak and continuation of the covid-19 virus epidemic has led to a certain lag in the bidding process, implementation progress and project acceptance time of the information comprehensive solution business. If the subsequent epidemic breaks out again, it will have an adverse impact on the production and operation of the company. （7） Exemption from the risk that the disclosure of some information may affect investors’ judgment on the value of the company
Since some of the company’s information involves state secrets, the confidential information mainly includes the real name of the other party, specific product model name, unit price and quantity, main technical indicators and other contents in some sales, procurement and R & D contracts signed between the company and customers in the field of national defense and military industry. The above confidential information shall be exempted from disclosure. Classified information also includes the sales volume of main products in each period during the reporting period, the real name and sales proportion of classified customers among the top five customers in each period during the reporting period. The company has disclosed it in the way of declassification according to relevant regulations. The exempt disclosure or declassified disclosure of some of the above information may affect the correct judgment of investors on the value of the company and cause the risk of investment decision-making mistakes. 2、 Important commitments related to this offering
Important commitments related to this offering, including share circulation restrictions, voluntary lock-in commitments, shareholders’ shareholding intention and reduction intention before public offering, measures and commitments to stabilize the stock price, etc. For details, please refer to “III. commitments” in “annex to section 13” of this prospectus. 3、 Dividend distribution and accumulated profit policy
For details about dividend distribution and accumulated profits of the company, please refer to “II. Dividend distribution policy during the reporting period and dividend distribution policy after issuance” and “III. distribution arrangement of accumulated profits before the completion of this issuance” in “section 10 investor protection” of this prospectus.
4、 Impact of covid-19 epidemic on issuer’s business and financial data
The changes of the company’s main financial indicators from January to June 2021 are as follows:
Unit: 10000 yuan
Comparison between January June 2021 and January June 2020
Main business income 13325.009427.8141 34%
Net profit 3960.573163.4125 20%
After deducting non recurring profits and losses, it belongs to parent company 3871.533054.5626 75% of the net profit of the company’s owners
With the current slowdown of the epidemic in China, the customers of government departments and medical institutions at all levels have gradually resumed operation, and all enterprise customers have also operated normally. At present, all businesses of the company have returned to normal, and the overall performance of the company will continue to rise. 5、 Main financial information and operating conditions after the audit deadline of financial report (I) main operating conditions after the audit deadline of financial report
The deadline for the audit of the company’s financial report is June 30, 2021. After the deadline for the audit of the financial report, the company’s businesses are carried out normally, there are no significant changes in procurement and sales, the business situation is stable, and the company’s business model, business situation, sales scale No major changes have taken place in the supplier situation and other major matters that may affect the judgment of investors. （2） Review of financial data from January to September 2021
Lixin Certified Public Accountants (special general partnership) reviewed the company’s balance sheet on September 30, 2021, income statement, cash flow statement and notes to financial statements from January to September 2021, and issued the review report “Xin Kuai Shi Bao Zi [2021] No. za90724”.
After review, the main financial data of the company from January to September 2021 are as follows:
1. Main data of consolidated balance sheet
Unit: 10000 yuan
Change range of the project from September 30, 2021 to December 31, 2020
Total current assets are 33198.4428310.1617 27%
Total non current assets 1843.66783
