Zhuhai Gaoling Information Technology Co., Ltd
Initial public offering and listing on the science and Innovation Board
Announcement of offline preliminary placement results and online Winning Results
Sponsor (lead underwriter): China Greatwall Securities Co.Ltd(002939)
hot tip
The application of Zhuhai Gaoling Information Technology Co., Ltd. (hereinafter referred to as “the issuer” and “Gaoling information”) for the initial public offering of no more than 23226595 ordinary shares and listing on the science and Innovation Board (hereinafter referred to as “this offering”) has been examined and approved by the stock listing Committee of the science and Innovation Board of Shanghai Stock Exchange, It has been approved to register by the China Securities Regulatory Commission in the document of Zheng Jian Ke Ke [2022] No. 201.
This offering is conducted by a combination of directional placement to strategic investors (hereinafter referred to as “strategic placement”), offline inquiry placement to qualified investors (hereinafter referred to as “offline issuance”), and online pricing issuance to social public investors holding non restricted A-share shares and non restricted depositary receipts market value in Shanghai market (hereinafter referred to as “online issuance”).
The issuer and the sponsor (lead underwriter) China Greatwall Securities Co.Ltd(002939) (hereinafter referred to as ” China Greatwall Securities Co.Ltd(002939) ” or “sponsor (lead underwriter)”) negotiated and determined that the number of shares issued this time was 23226595. The initial number of strategic placement is 4645319 shares, accounting for 20% of the number of shares issued this time. The subscription funds promised by the investors of strategic placement have been remitted to the bank account designated by the sponsor (lead underwriter) within the specified time. The final number of strategic placement of this issue is 4645319 shares, accounting for 20% of the number of shares issued this time. The initial strategic placement is consistent with the final number of strategic placement shares.
Before the launch of the offline online call back mechanism, the number of offline shares issued was 1 Ningbo Runhe High-Tech Materials Co.Ltd(300727) 6 million, accounting for 70% of the number issued after deducting the final strategic placement; The number of shares issued online was 5.574 million, accounting for 30% of the number issued after deducting the final strategic placement. The total quantity of final offline and online issuance is the total quantity of this issuance minus the final strategic placement quantity. The final quantity of online and offline issuance will be determined according to the callback situation.
The issue price is 51.68 yuan / share. The issuer initially issued 5.574 million A-Shares of “Gaoling information” through the online pricing of the trading system of Shanghai Stock Exchange on March 4 (T) 2022.
According to the announcement on the arrangement and preliminary inquiry of Zhuhai Gaoling Information Technology Co., Ltd. initial public offering and listing on the science and Innovation Board (hereinafter referred to as the “announcement on the arrangement and preliminary inquiry”) and the announcement on the initial public offering and listing of Zhuhai Gaoling Information Technology Co., Ltd. on the science and Innovation Board (hereinafter referred to as the “announcement on the issuance”) According to the announced callback mechanism, since the initial effective subscription multiple on the Internet is about 451207 times, higher than 100 times, the issuer and the recommendation institution (lead underwriter) decided to start the callback mechanism, and 10% of the number of shares in this public offering (rounded up to an integral multiple of 500 shares, i.e. 1858500 shares) will be withdrawn from the Internet after deducting the final strategic placement part. After the callback mechanism was launched, the final number of shares issued offline was 1114877600, accounting for 60% of the number issued after deducting the number of strategic placements, and the final number of shares issued online was 7432500, accounting for 40% of the number issued after deducting the number of strategic placements. After the callback mechanism was launched, the final winning rate of online issuance was Hitevision Co.Ltd(002955) 238%. Investors are kindly requested to focus on the payment process of this offering and fulfill their payment obligations on March 8, 2022 (T + 2):
1. Offline allocated investors shall timely and fully pay the new share subscription funds and the corresponding new share placement brokerage commission (rounded to the nearest cent) in accordance with this announcement. Offline allocated investors shall transfer the corresponding new share placement brokerage commission when paying the new share subscription funds. The funds shall arrive before 16:00 on March 8 (t + 2) 2022. Offline investors are allocated multiple new shares on the same day, Please pay separately for each new share. In the case of multiple new shares allocated on the same day, if only one total amount is remitted, the consolidated payment will lead to the failure of accounting, and the resulting consequences shall be borne by the investors themselves.
The brokerage commission rate for the placement of new shares by offline investors participating in this offering is 0.5%. The amount of brokerage commission for placing new shares of the placing object = the final amount allocated to the placing object × 0.5% (rounded to the nearest cent).
After online investors win the bid for new shares, they shall fulfill the obligation of capital delivery in accordance with this announcement to ensure that their capital account will have sufficient capital for new shares on March 8 (T + 2) 2022. The insufficient part shall be deemed to give up the subscription, and the resulting consequences and relevant legal liabilities shall be borne by the investors themselves. The transfer of investors’ funds shall comply with the relevant provisions of the securities company where the investors are located.
The shares of this offering that are abandoned due to the insufficient payment of subscription funds by offline and online investors shall be underwritten by the sponsor (lead underwriter).
2. For offline issuance, securities investment funds and other partial share asset management products established by public offering (hereinafter referred to as “public offering products”), National Social Security Fund (hereinafter referred to as “social security fund”), basic old-age insurance fund (hereinafter referred to as “pension”) Among the enterprise annuity fund (hereinafter referred to as “enterprise annuity fund”) established in accordance with the measures for the administration of enterprise annuity fund, insurance funds (hereinafter referred to as “insurance funds”) in accordance with the measures for the administration of the use of insurance funds and other relevant provisions, and qualified overseas institutional investors, The 10% account (rounded up) shall promise that the holding period of the shares allocated this time is 6 months from the date of the issuer’s initial public offering and listing. The restricted account will be determined by lottery after the offline investors complete the payment. The lottery number of the online lower limit sale account will be allocated according to the placing object, and each placing object will be assigned a number. Once offline investors quote, they will be deemed to accept the online lower limit selling period arrangement of this offering.
3. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of shares issued after deducting the final strategic placement, the issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
4. Offline and online investors shall pay the subscription funds in full and on time after obtaining the distribution. Those who provide effective quotation but fail to participate in the subscription or participate in the subscription in full, or fail to pay the subscription capital and the corresponding brokerage commission for the placement of new shares in time and in full after obtaining the preliminary placement will be deemed to be in violation of the regulations and shall bear the responsibility for the violation. The recommendation institution (lead underwriter) will report the violation to the China Securities Association for the record.
If online investors fail to pay in full after winning the lottery three times in a row within 12 months, they shall not participate in the 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 when CSDCC Shanghai branch receives the purchase abandonment declaration. The number of times of giving up subscription shall be calculated according to the number of times of investors actually giving up subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds.
5. Once this announcement is published, it shall be deemed to have served the notice of allotment payment to the online investors who have participated in the online subscription and won the lot and all allotment objects who have obtained the allotment of offline issuance.
1、 Final result of strategic placement
(I) participants
In this offering, the strategic placement investors are composed of relevant subsidiaries of the sponsor, large enterprises or their subordinate enterprises with strategic cooperation relationship or long-term cooperation vision with the issuer, large insurance companies or their subordinate enterprises with long-term investment intention, national large investment funds or their subordinate enterprises, The follow-up investment institution is Shenzhen China Greatwall Securities Co.Ltd(002939) Investment Co., Ltd. (hereinafter referred to as “Great Wall Investment”), and other strategic investors are CETC Investment Holding Co., Ltd., Nanfang Industrial Asset Management Co., Ltd. and China Insurance Investment Fund (limited partnership).
As of the date of this announcement, the above strategic investors have signed a placement agreement with the issuer. See the special verification report of China Greatwall Securities Co.Ltd(002939) on the strategic investors of Zhuhai Gaoling Information Technology Co., Ltd. in the initial public offering and listing on the science and Innovation Board announced on March 3, 2022 (t-1) for the verification of the strategic investors Legal opinion on the initial public listing of Guangdong Huachuang science and Technology Co., Ltd. on the strategic information board.
(II) matching results
According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) negotiated and determined that the issuance price is 51.68 yuan / share, the number of shares issued this time is 23226595 million, and the total issuance scale is 12003504 million yuan.
According to the guidelines for the application of the issuance and underwriting rules of the science and Innovation Board of Shanghai Stock Exchange No. 1 – initial public offering of shares (SZF [2021] No. 77), the follow-up investment proportion of the relevant subsidiaries of the sponsor is 4%, but not more than 60 million yuan. Great wall investment has paid 60 million yuan of the initial subscription capital for the strategic placement in full, and 929063 shares have been allocated this time, If the initial payment amount exceeds the corresponding amount of the final allocated shares, the sponsor (lead underwriter) will return the excess amount according to the original payment path of Great Wall investment before March 10, 2022 (T + 4).
The upper limit of the amount of subscription scale (including the brokerage commission for the placement of new shares) of large enterprises or their subordinate enterprises, namely China Electronics Technology Investment Holding Co., Ltd. (hereinafter referred to as “electronics technology investment”), which have a strategic cooperative relationship or long-term cooperative vision in their business with the issuer, shall not exceed 160 million yuan. The total number of strategic allotments and brokerage commissions paid for the strategic allotment of new shares was RMB 1407175, of which the total amount of the corresponding allotment of shares was RMB 378375, and the corresponding brokerage commission paid for the corresponding allotment of shares was RMB 1606789. The recommendation institution (lead underwriter) will return the excess payment according to the original path before March 10, 2022 (T + 4).
The upper limit of the amount of subscription scale (including the brokerage commission for the placement of new shares) of large enterprises or their subordinate enterprises that have a strategic cooperation relationship or long-term cooperation vision with the issuer, namely Nanfang Industrial Asset Management Co., Ltd. (hereinafter referred to as “Nanfang asset management”) shall not exceed 100 million yuan. Nanfang asset management has fully paid the strategic placement subscription fund and the corresponding strategic placement brokerage commission, totaling RMB 100 million. The number of shares allocated this time is 675683, and the total amount of funds allocated and the corresponding new share placement brokerage commission is RMB 3509389393 (of which the amount corresponding to the number of shares allocated is RMB 3491929744, and the corresponding new share placement brokerage commission is RMB 17459649). The recommendation institution (lead underwriter) will return the excess payment according to the original path before March 10, 2022 (T + 4).
The upper limit of the amount of participation in the subscription scale (including the brokerage commission for the placement of new shares) of large insurance companies or their subordinate enterprises, national large investment funds or their subordinate enterprises, namely China Insurance Investment Fund (limited partnership) (hereinafter referred to as “China Insurance Investment”) with long-term investment intention shall not exceed 20 million yuan. China insurance investment has paid a total of 20 million yuan of strategic placement subscription funds and corresponding strategic placement brokerage commission in full. The number of shares allocated this time is 337841, and the total amount of allocated funds and corresponding new share placement brokerage commission is 1754692099 yuan (including 1745962288 yuan corresponding to the number of shares allocated and 8729811 yuan corresponding to the new share placement brokerage commission). The recommendation institution (lead underwriter) will return the excess payment according to the original path before March 10, 2022 (T + 4).
The final strategic placement quantity results of this issuance are as follows:
Proportion of the number of shares allotted to the number of shares allotted by the name and type of restricted investors in the placement of new shares (the number of shares issued this time, the amount allotted (yuan) and the total Commission (yuan) number of shares sold ((yuan)) Period (%)
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CETC investment has strategic 270273211.64139677189766983859514037557571 cooperative relations or long months with the issuer in the business of 12 2 Holding Co., Ltd
12 3 large-scale enterprise of China Southern industrial capital cooperation vision or its 6756832.91 3
