Changzhou Xiangming Intelligent Power Co., Ltd
Initial public offering and listing on GEM
Special announcement on investment risk
Sponsor (lead underwriter):
The application of Changzhou Xiangming Intelligent Power Co., Ltd. (hereinafter referred to as “Xiangming intelligent”, “issuer” or “company”) for initial public offering of no more than 17 million common shares (A shares) (hereinafter referred to as “this offering”) has been examined and approved by the GEM Listing Committee of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”), It has been approved to register by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (zjxk [2022] No. 298).
The shares issued this time are planned to be listed on the gem of Shenzhen Stock Exchange. Non tradable shares (hereinafter referred to as “restricted shares”) shall be issued to the public in the form of “non tradable shares” and “restricted shares” issued directly to the public in Shenzhen according to the market value of non tradable shares (hereinafter referred to as “restricted shares”). In this offering, 17 million shares were issued online, accounting for 100% of the total.
The sponsor (lead underwriter) of this offering is Minsheng Securities Co., Ltd. (hereinafter referred to as “Minsheng securities” or “sponsor (lead underwriter)”). This offering will be implemented through the trading system of Shenzhen Stock Exchange on March 11, 2022 (t day). The issuer and the recommendation institution (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 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 issuance price of this online offering as 29.66 yuan / share, Based on this price, investors will apply for the purchase through the trading system of Shenzhen Stock Exchange on March 11, 2022 (t day) and online by market value. The online subscription time is 9:15-11:30 and 13:00-15:00. There is no need to pay the subscription fund.
(3) Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
(4) After winning the lottery for the subscription of new shares, investors shall fulfill their payment obligations in accordance with the announcement on the results of the lottery for the initial public offering of shares by Changzhou Xiangming Intelligent Power Co., Ltd. and its online pricing on the gem, which was announced on March 15, 2022 (T + 2). At the end of March 15, 2022 (T + 2), the successful investor shall ensure that there is sufficient capital for the subscription of new shares in his capital account, and the insufficient part shall be deemed to give up the subscription. The resulting consequences and relevant legal liabilities shall be borne by the investor. The transfer of investors’ funds shall comply with the relevant provisions of the securities company where they are located.
The shares abandoned by the successful investors shall be underwritten by the sponsor (lead underwriter). When the number of shares subscribed by online investors is less than 70% of the number of this public offering, the issuer and the sponsor (lead underwriter) will suspend the offering and disclose the reasons for the suspension and subsequent arrangements.
(5) If online investors fail to pay in full after winning the lottery for three times in a row within 12 months, they 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 must be carefully read and disclosed on March 9, 2022 (T-2) (cninfo, www.cn. Info. Com. CN; CSI, www.cs. Com. CN; China Securities, www.cn. Stock. Com; securities times, www.stcn. Com; Securities Daily, www.zqrb. CN; China Daily, www.chinadaily. Com. CN; financial times, www.financialnews. Com. CN; economic information daily, www.jjckb) .cn.） The full text of the prospectus, especially the chapters of “tips on major matters” and “risk factors”, fully understand the risk factors of the issuer, 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 and 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 locking arrangements, and will be circulated from the date when the shares issued this time are listed and traded on the Shenzhen Stock Exchange. Investors should 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, see 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) 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 issuance price of 29.66 yuan / share. Any investor who participates in the subscription shall be deemed to have accepted the issue price; If there is any objection to the pricing method and price of the offering, it is recommended not to participate in this offering.
The issue price is 29.66 yuan / share, and the price earnings ratio corresponding to this price is:
(1) 26.25 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); (2) 25.36 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 accordance with Chinese accounting standards in 2020 by the total share capital before this issuance); (3) 35.00 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 after this issuance);
(4) 33.81 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 accordance with Chinese accounting standards in 2020 by the total share capital after this issuance).
7. The issue price is 29.66 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 issuer is “electrical machinery and equipment manufacturing industry (C38)”. As of March 8, 2022 (T-3), the static average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. is 43.88 times, and the rolling average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. is 35.54 times.
(2) As of March 8, 2022 (T-3), the valuation levels of comparable listed companies are as follows:
Corresponding static P / E in 2022 and dynamic P / E in 2021. March 8 ratio (Times) earnings ratio (Times) (Times)
20 days ago 2020
Annual deduction of transactions
Average daily price of securities is not before or after
Weighing (including 3 EPS, EPS, deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non deduction, non
(yuan)/
Shares)
Zhongshan Broad-Ocean Motor Co.Ltd(002249) 6.96 0.04 0.01 174.00 696.00 32.63 43.50 58.00 116.00
Zhejiang Langdi Group Co.Ltd(603726) 15.62 0.60 0.57 26.03 27.40 17.49 18.60 18.60 19.53
Jiangsu Leili Motor Corporation Limited(300660) 24.99 1.05 0.97 23.80 25.76 21.79 22.05 23.80 23.80
Hangzhou Weiguang Electronic Co.Ltd(002801) 21.22 0.84 0.65 25.26 32.65 21.51 25.26 21.88 26.53
Zhejiang Founder Motor Co.Ltd(002196) 12.03 -1.28 -1.29 – – – – – –
Arithmetic mean 25.03 28.60 23.35 27.35 30.57 23.28
Issuer 29.66 0.8771 0.847433.81 35.00 33.20 34.00 33.47 34.24
Note 1: data source Hithink Royalflush Information Network Co.Ltd(300033) Ifind, prospectus, listing announcement or annual report of listed companies published by each company; There may be mantissa difference in the calculation of P / E ratio, which is caused by rounding;
Note 2: earnings per share before / after deducting non recurring profit and loss in 2020 = net profit attributable to parent company before / after deducting non recurring profit and loss in 2020 ÷ total share capital on March 8, 2022; The issuer’s static P / E ratio is calculated according to the issuance price of 29.66 yuan and the share capital of 68 million shares after issuance Zhongshan Broad-Ocean Motor Co.Ltd(002249) corresponding static P / E ratio before and after deduction of non recurring profit and loss is significantly higher than the average level of the same industry, Zhejiang Founder Motor Co.Ltd(002196) net profit attributable to shareholders of the parent company before and after deduction of non recurring profit and loss is negative, so it is excluded in calculating the average value;
/Earnings per share (after 3 / 4) ; The issuer adopts the issue price and the reviewed financial data from January to September 2021 for calculation Zhejiang Founder Motor Co.Ltd(002196) the net profit attributable to the shareholders of the parent company before and after deducting the non recurring profit and loss is negative, so it is excluded when calculating the average value; Note 4: rolling P / E ratio 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 from October to December 2020 and January to September 2021 / total share capital on March 8, 2022); Reviewed and calculated financial data of the issuer Zhongshan Broad-Ocean Motor Co.Ltd(002249) corresponding rolling P / E ratio after deducting non recurring profit and loss is significantly higher than the average level of the same industry. The net profit attributable to shareholders of the parent company before and after Zhejiang Founder Motor Co.Ltd(002196) deducting non recurring profit and loss is negative, so it is excluded in the calculation of the average value.
The issuance price of 29.66 yuan / share corresponds to the issuer’s net profit diluted P / E ratio of 35.00 times before and after deducting non recurring profits and losses in 2020, which is 28.60 times higher than the arithmetic average value of deducting non static P / E ratio of comparable companies in 2020 (as of March 8, 2022 (T-3), excluding the extreme value of P / E ratio), It is 43.88 times lower than the static average p / E ratio of the industry in the latest month published by China Securities Index Co., Ltd. (as of March 8, 2022 (T-3)). There is still a risk that the decline of the issuer’s share price will bring losses to investors in the future. The issuer and the recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
(III) competitive advantages of the issuer and comparison with comparable listed companies
1) Competitive advantage of the issuer
Since its establishment, the company has continuously improved the quality and performance of products with motor technology as the core. The company’s products have passed EU CE certification and American UL certification, and are exported to Europe, America, Japan and many other regions. Focusing on technological innovation and R & D investment, the company was recognized as a high-tech enterprise in 2008. In 2010, the “fully integrated intelligent brushless DC motor” project won the second prize of electronic information science and technology of China Electronics Society and the title of China’s well-known trademark in 2012, In 2013, the “R & D and industrialization of fully integrated intelligent control energy-saving motor” project was supported by the special fund for the transformation of scientific and technological achievements in Jiangsu Province and was recognized as a scientific and technological small and medium-sized enterprise in Jiangsu Province. In 2014, the “fully integrated intelligent brushless DC motor system and control system” developed and produced by the company was recognized as the first major equipment and key component product in Changzhou, In 2015, the company applied for “Jiangsu micro special motor and application integration and control engineering technology research center”, which was approved and upgraded to a provincial engineering technology research center. In 2019, the company’s technology center was recognized as a provincial enterprise technology center
