Huafu Securities Co., Ltd. on issuing A-Shares to specific objects in Zhanjiang Guolian Aquatic Products Co.Ltd(300094) 2021
of
Issuance recommendation
Sponsor (lead underwriter): Huafu Securities Co., Ltd
December, 2001
Statement
Huafu Securities Co., Ltd. (hereinafter referred to as “the sponsor”, “the sponsor” or “Huafu securities”) accepts the entrustment of Zhanjiang Guolian Aquatic Products Co.Ltd(300094) (hereinafter referred to as “the issuer”, “300094}” or “the company”), Served as the sponsor (lead underwriter) for the issuance of A-Shares (hereinafter referred to as “this issuance” and “this securities issuance”) to specific objects in Zhanjiang Guolian Aquatic Products Co.Ltd(300094) 2021, and issued the issuance recommendation letter for this issuance.
The recommendation institution and the designated recommendation representative have been in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) The measures for the administration of securities issuance and listing recommendation business, the measures for the administration of securities issuance and registration of companies listed on the gem (for Trial Implementation) (hereinafter referred to as the “measures for the administration of issuance and registration”), and the standards for the content and format of information disclosure by companies issuing securities No. 27 – issuance recommendation letter and issuance recommendation work report and other relevant laws Administrative regulations and relevant provisions of China Securities Regulatory Commission and Shenzhen Stock Exchange, being honest, trustworthy, diligent and conscientious, issue this issuance recommendation letter in strict accordance with the business rules, industry practice norms and ethical standards formulated according to law, and ensure the authenticity, accuracy and integrity of the documents issued.
Unless otherwise specified in the issuance recommendation letter, the relevant abbreviations have the same meaning as in the prospectus for the issuance of A-Shares to specific objects in Zhanjiang Guolian Aquatic Products Co.Ltd(300094) 2021 (draft application).
Section 1 basic information of this securities issuance
1、 Sponsor, project sponsor representative, CO sponsor and other project team members
Sponsor representative of the sponsor, project coordinator and other project team members
Zhong Changxiong, Luo liming, Lu Chen, Wang Zhaoqi, Li Kun and Lian Yu of Huafu Securities Co., Ltd
Chen, Li Xiansheng, Wu Haizhou
(i) Practice of recommendation business of recommendation representative
Mr. Zhong Changxiong, senior business director of the investment banking business line business division of Huafu Securities Co., Ltd., master of engineering, sponsor representative, has participated in Gree Real Estate Co.Ltd(600185) convertible bonds, Gree Real Estate Co.Ltd(600185) private placement, merger and reorganization of Ningbo thermal power, Beijing E-Techstar Co.Ltd(300513) private placement and other projects, and has rich experience in enterprise share restructuring, counseling, listing, M & A and reorganization.
Mr. Luo liming, deputy director of investment banking business line division of Huafu Securities Co., Ltd., master of engineering, sponsor representative, CPA, lawyer, CFA, has participated in Jutze Intelligent Technology Co.Ltd(300802) IPO and Jiangsu Jibeier Pharmaceutical Co.Ltd(688566) pharmaceutical IPO audit; Projects such as chaimihe and beidefu have been listed and have rich experience in audit and investment banking projects.
（2） Co sponsor of this securities issuance project
Lu Chen, senior manager of the investment banking business line business division of Huafu Securities Co., Ltd., master of finance, has participated in Chongqing Zaisheng Technology Co.Ltd(603601) (603601. SH) non-public offering of shares and public offering of convertible bonds, resale technology repurchase of public shares and other financial consulting projects, and continuous supervision of public offering of convertible bonds of Zhejiang Rongsheng Environmental Protection Paper Joint Stock Co.Ltd(603165) (603165. SH).
（3） Other members of the securities issuance project team
Other members of the project team participating in the sponsorship of the Zhanjiang Guolian Aquatic Products Co.Ltd(300094) project of issuing shares to specific objects also include: Wang Zhaoqi, Li Kun, Lian Yuchen, Li Xiansheng and Wu Haizhou. 2、 Basic information of the issuer
(i) Basic information of the issuer
Company name: Zhanjiang Guolian Aquatic Products Co.Ltd(300094)
English Name: Zhanjiang Guolian aquatic products Co., Ltd
Legal representative: Li Zhong
Listing place: Shenzhen Stock Exchange
Stock abbreviation: Zhanjiang Guolian Aquatic Products Co.Ltd(300094)
Stock Code: 300094
Listing time: July 8, 2010
Total share capital: 912292315 shares
Registered address: Yongping South Road, Pingle Industrial Zone, Zhanjiang Development Zone (Yizhao multiple address: No. 6, Gongye Avenue, Huayu Industrial Transfer Industrial Park, Huangpo town (Wuchuan), Wuchuan City, Zhanjiang City, Guangdong Province)
Office address: No. 6, Gongye Avenue, Huayu Industrial Transfer Industrial Park, Huangpo town (Wuchuan), Wuchuan City, Zhanjiang City, Guangdong Province
Contact: Chen yanle
Company zip code: 524563
Company Tel.: 0759-2533778
Fax: 0759-2533912
mail box: [email protected]. ； [email protected].
Business scope: introduction, breeding, breeding and sales of aquatic seedlings; Feed (oyster, squid, sea worm, annual worm, green shade algae, sand worm) and fuel (firewood) required for breeding aquatic seedlings; Purchase of agricultural and sideline products (for self use); Research, development, breeding, purchase and freezing of aquatic products; Processing and sales: aquatic products, frozen food. The following projects are operated by branches: processing and sales: aquatic feed; Retail: alcoholic beverages; Provide catering services. (excluding the industries prohibited from foreign investment in the catalogue for the guidance of foreign investment industries, and the above projects involve the certificate operation of administrative license). (all the above business projects except hazardous chemicals) (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments)
（2） Main business of the issuer
Production and sales is a marine food enterprise integrating global procurement, intensive processing and food R & D. with the mission of “providing healthy marine food for mankind”, it provides customers in the global catering, food, supermarket and other industries with comprehensive solutions from food material supply, dish R & D and industrial production. The company has built a product system with a series of brands such as “Guolian”, “Guolian”, “Longba” and “Xiaoba long”. It is one of the manufacturers that have earlier entered the field of prefabricated dishes industry in the industry.
（3） Type of securities issuance
The type of shares issued to specific objects this time is RMB common shares (A shares) listed in China.
（4） Share capital structure of the issuer before this offering
As of October 20, 2021, the total share capital of the company is 912292315 shares, and the share capital structure is as follows:
Serial number share type number (share) proportion (%)
1. Shares with limited sales conditions 283013543.10
2. Shares with unlimited sales conditions 88399096196.90
Total 912292315100.00
As of October 20, 2021, the top ten shareholders of the company are:
Sequence shareholder name shareholding quantity (share) shareholding proportion (%) No
1 Xinyu Guotong Investment Management Co., Ltd. 15790164217.31
2 Guanlian International Investment Co., Ltd. 777295508.52
Guangdong agricultural supply side structural reform fund management Co., Ltd
3 limited company – Guangdong agricultural supply side structural reform base 421491704.62
Gold partnership (limited partnership)
4 sheets Xinhua 275869403.02
5 Li Zhong 179386051.97
6 China Huarong Asset Management Co., Ltd. 144659751.59
7 Li Guotong 117480001.29
8 Chen Han 117480001.29
9 song Jiajun 104257671.14
China Foreign Economic and Trade Trust Co., Ltd. – foreign trade letter
10 Tuo Huifeng No. 19 (HaoMao No. 2) structured securities investment 920000001.01
Pooled fund trust scheme
Total 38089364941.76
（5） Changes in previous financing, profit distribution and net assets since the issuer’s listing
As of the signing date of this issuance recommendation letter, the changes of the issuer’s previous financing, profit distribution and net assets since listing are as follows:
Owner’s equity at the end of the initial period (up to 465.9238 million yuan)
(31 December 2009)
Issuing time net amount raised by issuing category (10000 yuan) 2010-07-08 ipo108307.85
Previous financing
February 19, 2019 private placement 60241.53
Total 168549.38
Annual cash distribution amount (10000 yuan) 20153042.74
two million sixteen thousand seven hundred and eighty-three point eight five
Previous cash distributions after the launch
20171,567.69
20182,730.36
Total 8124.64
Owned by the parent company before this offering
Owner’s equity (as of September 2021, 2151348400 yuan)
30 days)
1. Previous fund raising and equity incentive since the issuer’s listing
(1) Initial public offering
According to the reply on approving Zhanjiang Guolian Aquatic Products Co.Ltd(300094) initial public offering of shares (zjxk [2010] No. 833) issued by China Securities Regulatory Commission, the company actually issued 80 million RMB common shares to the public, with an issue price of 14.38 yuan per share and a total raised capital of 1150.4 million yuan. After deducting underwriting fees, recommendation fees and other issuance expenses, The net amount of raised funds is RMB 1083078500.
(2) In 2014 and 2015, stock option incentive exercise
On November 11, 2013, the company held the second extraordinary general meeting of shareholders in 2013, which reviewed and approved the company’s stock option incentive plan (Amendment) and abstract, the measures for the implementation and assessment of Zhanjiang Guolian Aquatic Products Co.Ltd(300094) stock option incentive plan, and the proposal on submitting the general meeting of shareholders to authorize the board of directors to handle matters related to the company’s stock option incentive plan.
On November 21, 2013, the company held the 24th Meeting of the second board of directors, deliberated and adopted the notice on matters related to the first grant of the company’s first A-share stock option incentive plan
