Guangdong Xidi Microelectronics Co., Ltd
Initial public offering and listing on the science and Innovation Board
Issuance arrangement and preliminary inquiry announcement
Co sponsor (co lead underwriter): Minsheng Securities Co., Ltd
Co sponsor (co lead underwriter): China International Capital Corporation Limited(601995)
Scan QR code to view the full text of the announcement
Important tips
Guangdong Xidi Microelectronics Co., Ltd. (hereinafter referred to as "Xidi micro", "issuer" or "company") in accordance with the implementation opinions on establishing a science and innovation board and pilot registration system in Shanghai Stock Exchange (CSRC announcement [2019] No. 2) issued by China Securities Regulatory Commission (hereinafter referred to as "CSRC" and "CSRC") Measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as the "administrative measures"), measures for the administration of the registration of initial public offering of shares on the science and Innovation Board (for Trial Implementation) (CSRC order [No. 174]), The implementation measures for the issuance and underwriting of shares on the science and Innovation Board of Shanghai Stock Exchange (SZF [2021] No. 76) (hereinafter referred to as the "implementation measures") promulgated by Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange") 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) (hereinafter referred to as the "underwriting guidelines"), detailed rules for the implementation of online issuance of initial public offering of shares in Shanghai market (SZF [2018] No. 40) (hereinafter referred to as the "detailed rules for the implementation of online issuance") The detailed rules for the implementation of offline issuance of initial public offerings in Shanghai market (SZF [2018] No. 41) (hereinafter referred to as the "detailed rules for the implementation of offline issuance"), the code for underwriting initial public offerings under the registration system (zsxf [2021] No. 213) (hereinafter referred to as the "underwriting code") issued by the China Securities Association Detailed rules for the administration of offline investors in initial public offerings (zxsf [2018] No. 142), rules for the administration of offline investors in initial public offerings under the registration system and guidelines for the classification, evaluation and management of offline investors in initial public offerings under the registration system (zxsf [2021] No. 212), etc, And the relevant provisions of the Shanghai Stock Exchange on stock issuance and listing rules and the latest operating guidelines, such as initial public offering of shares and listing on the science and innovation board.
Minsheng Securities Co., Ltd. (hereinafter referred to as "Minsheng securities") and China International Capital Corporation Limited(601995) (hereinafter referred to as " China International Capital Corporation Limited(601995) ") serve as the joint sponsor (joint lead underwriter) of this offering (Minsheng securities and China International Capital Corporation Limited(601995) are collectively referred to as "joint sponsor" or "joint sponsor (joint lead underwriter)"). The issuance adopts directional placement to strategic investors (hereinafter referred to as "strategic placement") Offline inquiry placement to qualified offline investors (hereinafter referred to as "offline issuance") and online pricing issuance to social public investors holding non restricted A-Shares and non restricted depositary receipts in Shanghai market (hereinafter referred to as "online issuance"). The strategic placement, preliminary inquiry and online and offline issuance of this offering shall be organized and implemented by the joint sponsor (joint lead underwriter). The strategic placement of this offering is carried out at the joint sponsor (joint lead underwriter). The preliminary inquiry and offline subscription are carried out through the IPO offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as "offline subscription platform"), and the online offering is carried out through the trading system of Shanghai stock exchange. Please read this announcement carefully. For details of preliminary inquiry and electronic offline issuance, please refer to the website of Shanghai Stock Exchange (www.sse. Com.. CN.) The published rules for the implementation of offline issuance and other relevant provisions. Investors can visit the following website（ http://www.sse.com..cn./disclosure/listedinfo/listing/ 、 http://www.sse.com..cn./ipo/home/ ）Check the full text of the announcement.
Basic information of the issuer
The full name of the company is Guangdong Xidi Microelectronics Co., Ltd. and the securities is abbreviated as Xidi micro
limited company
Securities code / offline subscription 688173 online subscription code 787173
code
Offline subscription is referred to as Xidi micro, and online subscription is referred to as Xidi subscription
Industry name software and information technology service industry code I65
trade
Basic information of this offering
The issuance adopts directional placement to strategic investors (hereinafter referred to as "strategic placement") The offline issuance method is a combination of inquiry placement from qualified investors (hereinafter referred to as "offline issuance") and online pricing issuance to social public investors holding non restricted A-Shares and non restricted depositary receipts market value in Shanghai market (hereinafter referred to as "online issuance").
Pricing method offline preliminary inquiry directly determines the issue price, and offline cumulative bid inquiry is no longer performed
Total share capital before issuance (10000 shares) 36000.00 number of shares to be issued (10000 shares) 4001.00
The estimated number of new shares issued is 4001.00 and the estimated number of old shares transferred is 0.00
(10000 shares) (10000 shares)
The total share capital (10000 shares) after issuance is 40001.00, and the number to be issued accounts for 10.00 after issuance
Proportion of total share capital (%)
Online initial issuance 640.15 offline initial issuance 2560.65
(10000 shares) (10000 shares)
Each proposed offline subscription is 1280.00, and each proposed offline subscription is 80.00
Upper limit (10000 shares) lower limit (10000 shares)
The number of initial strategic placement is 800.20, and the initial strategic placement accounts for 20.00 of the proposed issuance
Number ratio of (10000 shares) rows (%)
Special fund for relevant sub executives and core employees of the co sponsor
The initial number of shares invested by the company is 400.10, and the number of shares subscribed by the management plan is 400.10 / 14000.00
(10000 shares) maximum amount (10000 shares / 10000 yuan)
Is there any other strategic placement? There is no new share placement brokerage commission of 0.50
Arrangement rate (%)
Important date of this issuance
Initial inquiry date and start and end date January 6, 2022 issue announcement publication date January 10, 2022
Room 09:30 - 15:00
Offline Subscription Date and start and end date January 11, 2022 online subscription date and start and end date January 11, 2022
Room 09:30 - 15:00 room 09:30 - 11:30
13:00 - 15:00
Offline payment date and deadline January 13, 2022 online payment date and deadline January 13, 2022
End of day at 16:00
Note: according to the data disclosed in the prospectus, the issuer has not made a profit in 2020 and achieved a profit in the first half of 2021
Please pay attention to the following key contents:
1. Verification of inquiry qualification of offline investors: the "offline investors" mentioned in this announcement refer to institutional investors participating in offline issuance, and the "placing object" refers to offline investors or securities investment products managed by them. Offline investors shall complete the registration of placing objects in China Securities Association before 12:00 noon on January 5 (T-4), 2022, and through the China International Capital Corporation Limited(601995) registration system IPO offline investor management system (website: http://zczipo.cicc.com..cn./ ）Online submission of letter of commitment and relevant verification materials.
The co sponsor (co lead underwriter) has formulated the standards for offline investors according to relevant systems and rules. See "III. (I) participation conditions and quotation requirements of offline investors" in this announcement for specific standards and arrangements. Only investors who meet the offline investor standard requirements determined by the issuer and the joint sponsor (joint lead underwriter) can participate in the preliminary inquiry of this offering. Those who participate in the preliminary inquiry of this issuance without meeting the relevant standards shall bear all the consequences caused by this behavior. The joint sponsor (joint lead underwriter) will set its quotation as invalid on the offline subscription platform and disclose the relevant information in the issuance announcement.
2. Requirements for offline investors to submit pricing basis and suggested price or price range: offline investors must submit the price to offline investors at 13:00-14:30, 15:00-22:00 on the trading day before the preliminary inquiry day (January 5, T-4, 2022) or 6:00-9:30 on the preliminary inquiry day (January 6, T-3, 2022), Submit the pricing basis and the suggested price or price range given in the internal research report through the offline subscription platform of Shanghai Stock Exchange. Offline investors shall quote according to the recommended price or price range given in the internal research report. In principle, they shall not exceed the recommended price range in the research report. Offline investors who fail to submit the pricing basis and suggested price or price range before the inquiry shall not participate in the inquiry. If the offline investor fails to submit the pricing basis and recommended price or price range, the joint sponsor (joint lead underwriter) will deem the quotation of the offline investor invalid.
3. Verification requirements for asset scale of offline investors: the subscription amount of each product under the investor's own funds or management participating in offline inquiry shall not exceed the asset scale (total assets) or capital scale specified in the asset certificate of capital scale provided to the joint sponsor (joint lead underwriter): among them, public funds, special fund accounts Asset management plans, private funds (including asset management plans of futures companies and their asset management subsidiaries) and other products shall provide valid proof materials of the total assets of the products on the fifth trading day (December 29, 2021, T-8) before the preliminary inquiry date; The self operated investment account shall provide the explanatory materials on the capital scale of the self operated account issued by the company (the capital scale is up to December 29, 2021, T-8). The above-mentioned proof materials of asset scale or capital scale shall be stamped with the official seal of the company or the official seal of external certification agency.
In particular, offline investors are reminded that in order to promote the prudent quotation of offline investors and facilitate the verification of the asset scale of offline investors on the science and innovation board, the Shanghai stock exchange requires offline investors to make a commitment to the asset scale in the offline subscription platform, and invites offline investors to operate according to the relevant steps in "III. (V) preliminary inquiry". If the joint sponsor (joint lead underwriter) finds that the investor does not comply with the industrial regulatory requirements and applies for purchase beyond the corresponding asset scale or capital scale, the subscription of the placing object is invalid; If the asset scale or capital scale filled in by the investor on the offline subscription platform is inconsistent with the asset scale or capital scale in the asset certification materials of the placing object submitted to the co sponsor (co lead underwriter), the co sponsor (co lead underwriter) has the right to determine that the quotation of the placing object is invalid.
4. Prudent quotation requirements for offline investors: in order to further standardize the order of issuing and underwriting new shares on the science and innovation board, offline investors are required to participate in offline inquiry in strict accordance with the principles of science, independence, objectivity and prudence, as follows:
(1) For the same IPO issue of the science and innovation board, the offline subscription platform shall record at most two preliminary inquiry and quotation records submitted by investors under the same network. Offline investors shall submit all quotation records for all placing objects to participate in quotation at one time. If two quotation records are submitted, the quotation records submitted for the second time shall prevail.
(2) After offline investors submit the quotation record for the first time, they shall not modify it in principle. If it is necessary to modify it, the calculation basis and whether the previous quotation has insufficient pricing basis and incomplete quotation decision-making procedures, and the relevant materials shall be archived for future reference. The submitted contents and archived materials for future reference will be used as an important basis for subsequent regulators to verify offline investors' quotation decisions and relevant internal control systems.
5. Upper limit of offline subscription: the upper limit of the number of subscription shares of each placement object issued offline this time is 12.8 million shares, accounting for 49.99% of the initial number issued offline. Offline investors and their managed placing objects shall strictly comply with the regulatory requirements of the industry, strengthen risk control and compliance management, and prudently and reasonably determine the proposed purchase price and quantity.
