Beijing 3D Tiandi Science & Technology Co.Ltd(600582)
Initial public offering and listing on GEM
Special announcement on investment risk
Sponsor (lead underwriter): China Merchants Securities Co.Ltd(600999)
The application of Beijing Sanwei Tiandi Science & Technology Co.Ltd(600582) (hereinafter referred to as "Sanwei Tiandi", "issuer" or "company") for the initial public offering of no more than 19.35 million RMB common shares (A shares) and listing on the gem (hereinafter referred to as "this offering") has been approved by Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") ）The GEM Listing Committee has examined and approved it and has agreed to register with China Securities Regulatory Commission (hereinafter referred to as "CSRC") (zjxk [2021] No. 3858).
After negotiation between the issuer and the recommendation institution (lead underwriter) China Merchants Securities Co.Ltd(600999) (hereinafter referred to as " China Merchants Securities Co.Ltd(600999) " or "recommendation institution (lead underwriter)"), this issuance adopts online subscription based on market value and direct pricing issuance to social public investors holding non restricted A-Shares and non restricted depositary receipts in Shenzhen market (hereinafter referred to as "online issuance") ）All shares are issued to public investors online without offline inquiry and placement. The number of shares issued this time is 19.35 million, and the total share capital after this public offering is 77.35 million, accounting for 25.02% of the total share capital after this issuance. This issuance is all new shares, and does not involve the public offering of shares by the original shareholders. The shares issued this time are planned to be listed on the gem of Shenzhen Stock Exchange.
The offering will be implemented through the trading system of Shenzhen Stock Exchange on December 27, 2021 (t day). The issuer and the sponsor (lead underwriter) specially draw the attention of investors to the following contents:
1. Investors are kindly requested to pay attention to the issuance process, subscription, payment, disposal of share abandonment and other links of this issuance. The specific contents are as follows:
(1) This issuance adopts the direct pricing method, and all shares are issued online to the social public investors holding the market value of non restricted A-Shares and non restricted depositary receipts in Shenzhen market, without offline inquiry and placement.
(2) The issuer and the recommendation institution (lead underwriter) comprehensively consider the issuer's industry, market conditions, valuation level of Listed Companies in the same industry, demand for raised funds, underwriting risk and other factors, and negotiate to determine the online
The issue price is 30.28 yuan / share. Investors are requested to make online subscription at this price on December 27, 2021 (t day), and there is no need to pay subscription funds. The subscription date of this issuance is December 27, 2021 (t day), and the subscription time is 9:15-11:30 and 13:00-15:00. This online issuance is conducted through the trading system of Shenzhen Stock Exchange by means of market value subscription pricing.
(3) Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares.
(4) After winning the lot in the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement on the results of online lottery of Beijing Sanwei Tiandi Science & Technology Co.Ltd(600582) initial public offering and listing on the gem, so as to ensure that their capital account is opened on December 29, 2021 There will be sufficient subscription funds for new shares on (T + 2) day, and the insufficient part will be deemed as abandoning the subscription. The resulting consequences and relevant legal liabilities shall be borne by the investors themselves. The transfer of investors' funds shall comply with the relevant regulations of the securities company where the investors are located.
The shares abandoned by the online winning investors shall be underwritten by the sponsor (lead underwriter). When the total number of shares subscribed by the online investors is less than 70% of the number of public offerings, the issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
(5) If the online investor fails to make full payment after winning the lottery for 3 times in a row within 12 months, it shall not participate in the online subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds within 6 months (calculated as 180 natural days, including the next day) from the next day of the settlement participant's latest declaration of abandonment of subscription.
2. Any decision or opinion made by China Securities Regulatory Commission, Shenzhen Stock Exchange and other government departments on this issuance does not indicate that they make substantive judgment or guarantee on the investment value of the issuer's shares or the income of investors. Any statement to the contrary is a false statement. Investors are invited to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
3. After this issuance, it is planned to be listed on the gem, which has high investment risk. GEM companies have the characteristics of unstable performance, high operation risk and high delisting risk, and investors are facing greater market risk. Investors should fully understand the investment risks of the gem and the risk factors disclosed by the issuer, and make investment decisions prudently. There are some differences between the GEM market and the main board market in terms of systems and rules, including but not limited to the issuance and listing conditions, information disclosure rules, delisting system design, etc. if these differences are not recognized in place, they may cause investment risks to investors.
4. Investors who intend to participate in this online subscription, It is necessary to carefully read the prospectus disclosed on the websites designated by the CSRC on December 23, 2021 (T-2) (http://www.cn.info.com.. CN; www.cs.com.. CN; www.cn.stock.com; www.stcn.com; and www.zqrb.cn) The full text, especially the chapters of "tips on major events" and "risk factors", fully understand the issuer's risk factors, judge its operation status and investment value by itself, and make investment decisions prudently. The issuer's operating conditions may change due to the influence of politics, economy, industry and operation management level, and the possible investment risks shall be borne by the investors themselves.
5. The shares issued this time have no circulation restrictions and restricted sales period arrangements, and can be circulated from the date of listing of the shares issued this time on the Shenzhen Stock Exchange. Investors must pay attention to the investment risk caused by the increase of stock circulation on the first day of listing.
For the limited sale period of shares before this offering, please refer to the prospectus for the relevant commitment and arrangement of the restricted sale period. The above share restriction arrangement is a voluntary commitment made by relevant shareholders in accordance with relevant laws and regulations based on the needs of corporate governance and the stability of operation and management.
6. The issuer and the recommendation institution (lead underwriter) have negotiated and determined the issuance price of this online offering as 30.28 yuan / share by comprehensively considering the issuer's industry, market conditions, valuation level of Listed Companies in the same industry, demand for raised funds, underwriting risk and other factors. The price earnings ratio corresponding to this price is:
(1) 33.42 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in 2020 in accordance with Chinese accounting standards by the total share capital before the issuance);
(2) 33.60 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital before the issuance);
(3) 44.58 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in 2020 in accordance with Chinese accounting standards by the total share capital after the issuance);
(4) 44.81 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in 2020 in accordance with Chinese accounting standards by the total share capital after this issuance).
7. The issue price is 30.28 yuan / share. Investors are requested to judge the rationality of the issue price according to the following conditions.
(1) According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the industry of the company is "software and information technology service industry (I65)". As of December 22, 2021 (T-3), the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. was 61.03 times; the average rolling P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. was 54.85 times.
(2) As of December 22, 2021 (T-3), the P / E ratios of comparable listed companies in the same industry selected in the prospectus are as follows:
Static P / E ratio level:
For the first 20 exchanges in 2020, deduct the static securities code corresponding to the deduction in 2020. The securities are referred to as easy daily average price. Non front EPS non rear EPS state p / E ratio (yuan / share) (yuan / share) (yuan / share) (Times) - deduct (Times) - deduct non front non rear
600588 Yonyou Network Technology Co.Ltd(600588) 34.450. 30230.2765113. ninety-seven thousand one hundred and twenty-four point five eight
300271 Beijing Thunisoft Co.Ltd(300271) 13.090. 35350.363537. three hundred and thirty-six
300253 Winning Health Technology Group Co.Ltd(300253) 15.050. 22880.173865. seven thousand five hundred and eighty-six point five six
300075 Beijing Egova Co.Ltd(300075) 13.840. 32470.303642. six thousand four hundred and forty-five point five nine
The arithmetic mean is 64.8573 eighteen
- 3D heaven and earth - 0.67930 675844.5844. eighty-one
The data comes from wind, and the data is as of December 22, 2021.
Note: 1. If there is mantissa difference in the calculation of P / E ratio, it is caused by rounding;
2. The P / E ratio of 3D Tiandi is calculated according to the issuance price of 30.28 yuan / share and the total share capital of 77.35 million shares after issuance.
Rolling P / E ratio level:
The rolling securities code corresponding to the rolling securities corresponding to the non front and non back of the first 20 exchanges is referred to as the average price eps-ttmeps-ttm dynamic P / E ratio, dynamic P / E ratio (yuan / share) (yuan / share) (Times) - deduction (Times) - non front and non back of deduction
600588 Yonyou Network Technology Co.Ltd(600588) 34.450. 36020.356595. six thousand four hundred and ninety-six point six three
300271 Beijing Thunisoft Co.Ltd(300271) 13.090. 59270.598122. eight hundred and twenty-one point eight eight
300253 Winning Health Technology Group Co.Ltd(300253) 15.050. 24610.188661. one thousand five hundred and seventy-nine point seven eight
300075 Beijing Egova Co.Ltd(300075) 13.840. 40380.396034. two thousand eight hundred and thirty-four point nine six
The arithmetic mean is 53.2958 thirty-one
- 3D heaven and earth - 0.80750 807537.5037. fifty
The data comes from wind, and the data is as of December 22, 2021.
Note: 1. If there is mantissa difference in the calculation of P / E ratio, it is caused by rounding;
2. Eps-ttm before / after deduction = average price of the first 20 trading days / (net profit attributable to the parent before / after deducting non recurring profits and losses in the past four quarters on June 30, 2021 ÷ total share capital on December 22, 2021);
3. The rolling P / E ratio of 3D world is calculated according to the issuance price of 30.28 yuan / share and the total share capital of 77.35 million shares after issuance; Since 3D Tiandi did not audit the data in the first half of 2020, the non recurring profit and loss data in the first half of 2020 could not be obtained. The P / E ratio before / after deducting non recurring profit and loss in the above table is calculated by using the parent net profit data of the past four quarters on June 30, 2021.
Consistent forecast P / E ratio:
EPS (2021e) pe (2021e) securities code average price of securities abbreviation in the first 20 trading days (yuan / share) (Times)
(yuan / share)
six hundred thousand five hundred and eighty-eight
