Securities code: 688277 securities abbreviation: Tinavi Medical Technologies Co.Ltd(688277) Tinavi Medical Technologies Co.Ltd(688277) prospectus for issuing A-Shares to specific objects in 2021
(application draft)
Sponsor (lead underwriter)
December, 2001
Company statement
1. The company 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 corresponding legal liabilities for their authenticity, accuracy and completeness.
2. 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 data in the prospectus are true and complete.
3. 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 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.
4. 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 securities 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 securities prices after securities are issued according to law.
catalogue
interpretation…… 4 chapter I basic information of the issuer 7 I. Basic information of the issuer 7 II. Ownership structure and major shareholders 7 III. main characteristics of the industry and industry competition 11 IV. main business model, main contents of products or services 52 v. scientific and technological innovation level and mechanisms or measures to maintain scientific and technological innovation ability 65 VI. existing business development arrangements and future development strategies 69 Chapter II summary of this securities offering 70 I. background and purpose of this offering 70 II. Issuing object and relationship with the issuer 78 III. scheme summary of this offering 78 IV. the raised funds are invested in 81 v. whether this issuance constitutes a connected transaction Vi. will this issuance lead to changes in the company’s control VII. The approval of this offering and the procedures to be submitted for approval Chapter III feasibility analysis of the board of directors on the use of the raised funds 83 I. use plan of raised funds 83 II. Basic information and feasibility analysis of the investment project with raised funds 83 III. The impact of this issuance to specific objects on the operation, management and financial status of the company 98 IV. description of the main business of the raised funds invested in the field of scientific and technological innovation 99 v. the use of the raised funds for R & D investment Chapter IV discussion and analysis of the board of directors on the impact of this issuance on the company 105 I. after the completion of this offering, the change or integration plan of the business and assets of the listed company 105 II. Changes in the scientific research and innovation ability of listed companies after the completion of this offering 105 III. Changes in the control structure of listed companies after the completion of this offering IV. after the completion of this offering, there is horizontal competition or potential horizontal competition between the listed company and the issuing object, the controlling shareholder and actual controller of the issuing object V. possible related party transactions between the listed company and the issuing object and the controlling shareholders and actual controllers of the issuing object after the completion of this issuance 106 Chapter V risk factors related to this offering 107 I. factors that may have a significant adverse impact on the implementation process or implementation effect of the raised investment project 107 II. Factors that may have a significant adverse impact on the company’s core competitiveness, business stability and future development 109 III. factors that may lead to the failure of this offering or insufficient funds raised 111 Chapter VI statements related to this offering 113 I. statement of the issuer and all directors, supervisors and senior managers 113 I. statement of the issuer and all directors, supervisors and senior managers 114 I. statement of the issuer and all directors, supervisors and senior managers 115 II. Statement of the controlling shareholder and actual controller of the issuer 116 III. sponsor (lead underwriter) statement…… 117 IV. issuer’s lawyer statement…… 119 v. accounting firm statement…… 120 VI. issuer’s board of directors statement…… 121
interpretation
In this prospectus, unless the context otherwise requires, the following words have the following meanings:
Company, issuer and the company refer to Tinavi Medical Technologies Co.Ltd(688277)
Company, listed company, Tinavi Medical Technologies Co.Ltd(688277)
Anhui Tinavi Medical Technologies Co.Ltd(688277) refers to Anhui Tinavi Medical Technologies Co.Ltd(688277) Medical Technology Co., Ltd
This issuance to specific objects refers to the issuance of shares to specific objects and this issuance of shares in Tinavi Medical Technologies Co.Ltd(688277) 2021
Pricing base date refers to the base date for calculating the issue reserve price
CSRC refers to the China Securities Regulatory Commission
Shanghai Stock Exchange and stock exchange refer to Shanghai Stock Exchange
The State Council means the State Council of the people’s Republic of China
National Development and Reform Commission means the development and Reform Commission of the people’s Republic of China
Ministry of finance means the Ministry of finance of the people’s Republic of China
The State Ministry of industry and information technology and the Ministry of industry and information technology refer to the Ministry of industry and information technology of the people’s Republic of China
Company law means the company law of the people’s Republic of China
Securities Law means the securities law of the people’s Republic of China
Articles of association means the Tinavi Medical Technologies Co.Ltd(688277) articles of association
General meeting means Tinavi Medical Technologies Co.Ltd(688277) general meeting of shareholders
Board of directors means the Tinavi Medical Technologies Co.Ltd(688277) board of directors
Board of supervisors means Tinavi Medical Technologies Co.Ltd(688277) the board of supervisors
Also known as orthopaedic surgery Siasun Robot&Automation Co.Ltd(300024) system, it refers to the mechanical equipment for orthopaedic surgery navigation and positioning, which can perform specific surgical operations autonomously or semi autonomously according to the doctor’s planning. It is a complete set of equipment including software and hardware. As far as the issuer is concerned, the producers, orthopaedic surgery Siasun Robot&Automation Co.Ltd(300024) and indications include “GD-A”, “GD-2000 / gd-s”, “tirobot” orthopaedic hand orthopaedic surgery Siasun Robot&Automation Co.Ltd(300024) (also known as “Tianji”) and “tirobot forcepro superior / tirobot forcepro spine” (“Tianji 2.0”), all of which have obtained the registration certificate of class III medical devices
The reporting period refers to 2018, 2019, 2020 and January September 2021
National Health Commission and National Health Commission refer to the health commission of the people’s Republic of China, which was officially listed in March 2018 and assumed the responsibilities of the former national health and Family Planning Commission and other departments
Ministry of science and technology means the Ministry of science and technology of the people’s Republic of China
The state health and Family Planning Commission and the health and Family Planning Commission refer to the state health and Family Planning Commission of the people’s Republic of China
Ministry of Commerce means the Ministry of Commerce of the people’s Republic of China
Mazor robotics refers to mazor robotics Ltd., an Israeli orthopaedic surgery Siasun Robot&Automation Co.Ltd(300024) manufacturer, which was later acquired by Medtronic
Mako surgical company refers to Mako surgical Corp., an American joint replacement Siasun Robot&Automation Co.Ltd(300024) manufacturer, which was later acquired by Stryker
MedTech company refers to MedTech S.A.S, a French surgical Siasun Robot&Automation Co.Ltd(300024) manufacturing enterprise, which was later acquired by Gemini bangmei
Medtronic Inc (Medtronic), founded in 1949 and headquartered in the United States, is one of the largest medical technology companies in the world. Medtronic provides lifelong treatment for patients with chronic diseases, including cardiovascular group, restorative therapy group, minimally invasive treatment group and diabetes business group.
Stryker Corporation, founded in 1946 and headquartered in the United States, is one of the world’s largest orthopedic and medical technology companies, with 14 production, R & D and sales divisions around the world
Zimmer Biomet, founded in 1927 and headquartered in the United States, is committed to the design, R & D, manufacturing and marketing of orthopaedic reconstruction, spinal cord and trauma instruments, artificial dental implants and related surgical products
Smith & nephew was founded in 1856. Its business scope includes plastic reconstruction, trauma, endoscopy (including arthroscopy) and advanced wound care. It has distribution channels in more than 90 countries
Bo Yilai BrainLAB, founded in 1989 and headquartered in Germany, is committed to developing, producing and selling software driven medical technology to support targeted and minimally invasive treatment. It provides image guidance systems and software for surgical navigation and radiosurgery treatment planning and implementation of real-time information in neurosurgery and oncology, plastic surgery, otolaryngology and other fields.
Johnson & Johnson, founded in 1886, is the most comprehensive and widely distributed manufacturer of health care products and health service provider in the world. Its production and sales of products involve nursing products, medical products, medical equipment and diagnostic product markets
Xinjun refers to Shenzhen xinjunte Intelligent Medical Instrument Co., Ltd
Double Medical Technology Inc(002901) refers to Double Medical Technology Inc(002901)
Shanghai Kinetic Medical Co.Ltd(300326) means Shanghai Kinetic Medical Co.Ltd(300326)
Weigao Co., Ltd. and Weigao refer to Shandong Weigao group medical polymer products Co., Ltd
Aikang medical means Aikang medical Holding Co., Ltd
Chunli medical means Beijing Chunli Zhengda Medical Instrument Co., Ltd
The China Securities Co.Ltd(601066) Securities – Shanghai Pudong Development Bank Co.Ltd(600000) – China Securities Co.Ltd(601066) Tinavi Medical Technologies Co.Ltd(688277) strategic placement asset management plan for the listing of the strategic placement set of the science and Innovation Board refers to the asset management plan, which is the asset management plan established by the employees when the company was listed in July 2020
CE means that CE is a safety certification mark, and the European drug administration implements CE certification for medical devices
FDA means the U.S. Food and drug administration
State Food and drug administration. In March 2013,
