Stock abbreviation: Nanmo biotechnology Stock Code: 688265 Shanghai Nanmo Biotechnology Co., Ltd
Shanghai Model Organisms Center, Inc.
(floor 2-4, building 2, No. 178, Banxia Road, Pudong New Area, Shanghai)
Initial public offering
Listing announcement of science and Technology Innovation Board
Sponsor (lead underwriter)
(No. 689, Guangdong Road, Shanghai)
December 27, 2021
hot tip
The shares of Shanghai Nanfang model Biotechnology Co., Ltd. (hereinafter referred to as “Nanmo biology”, “issuer”, “company” and “the company”) will be listed on the science and Innovation Board of Shanghai Stock Exchange on December 28, 2021.
The company reminds investors to fully understand the stock market risks and the risk factors disclosed by the company, avoid blindly following the trend of “speculation” in the initial stage of IPO, and make prudent decision and rational investment.
Section I important statements and tips
1、 Important statement
The company and all directors, supervisors and senior managers guarantee that the information disclosed in the listing announcement is true, accurate and complete, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.
The opinions of Shanghai Stock Exchange and relevant government authorities on the listing of the company’s shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read and publish on the website of Shanghai Stock Exchange（ http://www.sse.com..cn. ）The contents of the “risk factors” chapter of the company’s prospectus, pay attention to risks, make prudent decisions and make rational investment.
The company reminds the majority of investors that investors are invited to refer to the full text of the company’s prospectus for relevant contents not involved in this listing announcement.
Unless otherwise specified, the abbreviations or terms in this listing announcement shall have the same meanings as those in the prospectus of the company’s initial public offering of shares. 2、 Risk tips
The company reminds investors to pay attention to the investment risk at the initial stage of IPO (hereinafter referred to as “new shares”), and reminds investors to fully understand the trading risk and rationally participate in the trading of new shares, as follows: (I) the stock trading risk caused by the relaxation of price limit
On the first day of listing of new shares on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange, the increase limit ratio is 44%, the decrease limit ratio is 36%, and the increase and decrease limit ratio from the next trading day is 10%.
According to the special provisions on stock trading on the science and Innovation Board of Shanghai Stock Exchange, the proportion of rise and fall of competitive trading of shares on the science and innovation board is 20%, and there is no limit on price rise and fall in the first five trading days after the IPO. There is a more severe risk of stock price fluctuation on the Kechuang board than that on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange.
（2） Risk of a small number of circulating shares
At the initial stage of listing, the share lock period of the original shareholders is 12 to 36 months, the follow-up lock period of the sponsor is 24 months, and the lock period of the online lower limit share sale is 6 months. The total share capital of the company after the issuance is 77963513 shares, of which the number of non tradable shares in the initial stage of the IPO is 17623279 shares, accounting for 22.60% of the total share capital after the issuance. At the initial stage of listing, the number of circulating shares is small, and there is a risk of insufficient liquidity. （3） The P / E ratio is higher than the average level of the same industry
The industry of the company is research and experimental development (M73). As of December 14, 2021 (T-3), the average static P / E ratio of research and experimental development (M73) released by China Securities Index Co., Ltd. in the latest month is 100.00 times. The P / E ratio corresponding to this issuance price is:
1. 111.05 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 this issuance);
2. 151.20 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. 148.07 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. 201.59 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).
After the issuance, the diluted P / E ratio of the company is higher than the average static P / E ratio of the industry in the latest month published by China Securities Index Co., Ltd., and there is a risk that the decline of the company’s share price will bring losses to investors in the future. （4） The risk that can be regarded as the subject matter of margin trading on the first day of listing
On the first day of listing, the shares on the science and innovation board can be used as the subject of margin trading, which may produce certain price fluctuation risk, market risk, margin call risk and liquidity risk. Price fluctuation risk means that margin trading will aggravate the price fluctuation of the underlying stock; Market risk means that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the changes in the original stock price, but also the risks caused by the changes in the stock price of new investment, and pay corresponding interest; Margin increase risk means that investors need to monitor the guarantee ratio level throughout the transaction process to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk refers to that when the price of the underlying stock fluctuates violently, the financed purchase of securities or the repayment of securities, the sale of securities or the repayment of securities may be blocked, resulting in greater liquidity risk. 3、 Special risk tips
The following “reporting period” refers to 2018, 2019, 2020 and January June 2021.
(i) Iterative risk of gene editing general technology upgrade
Gene modified animal model service industry is a comprehensive application field of basic life science and transgenic, gene targeting and editing technology, with 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 listing announcement, the issuer has 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.
The issuer draws investors’ attention to relevant risks.
Section 2 stock listing
1、 Review of stock registration and listing (I) the decision of the CSRC to agree to registration and its main contents
On November 2, 2021, China Securities Regulatory Commission (hereinafter referred to as “CSRC”) issued the reply on Approving the registration of initial public offering of shares of Shanghai Nanfang model Biotechnology Co., Ltd. (zjxk [2021] No. 3469), the specific contents are as follows:
The details are as follows:
“I. agree to your company’s application for registration of IPO.
2、 Your company shall strictly follow the prospectus and underwriting plan submitted to Shanghai Stock Exchange in this issuance of shares.
3、 This reply shall be valid for 12 months from the date of consent to registration.
4、 From the date of consent to registration to the end of this stock issue, if your company has any major events, it shall timely report to Shanghai Stock Exchange and deal with them in accordance with relevant regulations. ” （2） The decision of Shanghai Stock Exchange to approve the listing of shares and its main contents
With the approval of the self regulatory decision of Shanghai Stock Exchange ([2021] No. 499), the A-Shares issued by the company are listed on the science and Innovation Board of Shanghai Stock Exchange. The capital stock of the company’s A-Shares is 77963513 shares (par value 1.00 yuan per share), of which 17623279 shares will be listed and traded from December 28, 2021. The securities are referred to as “Nanmo biology” for short and the securities code is “688265”。 2、 Information related to stock listing
(i) Listing place and listing section: Shanghai stock exchange section
