Stock abbreviation: Sonoscape Medical Corp(300633) Stock Code: 300633
Sonoscape Medical Corp(300633)
Issuance of shares to specific objects in 2020
New share change report and listing announcement
Sponsor (lead underwriter)
(floors 10-19, South Tower, energy building, No. 2026, Jintian Road, Futian street, Futian District, Shenzhen) Co lead underwriter
December, 2001
hot tip
1、 Number of newly added shares and issue price
1. Number of shares issued: 27851745
2. Issue price: 27.79 yuan / share
3. Total amount of raised funds: 7739993.55 yuan
4. Net amount of raised funds: 769055967.35 yuan II. Listing arrangement of new shares
1. Number of shares listed: 27851745
2. Stock listing time: on January 6, 2022, the company's share price does not ex right on the listing date of new shares, and the stock trading is subject to rise and fall restrictions.
3. The pre registration procedures for the issuance of 27851745 new shares have been completed in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. on December 27, 2021. 3、 New stock restriction arrangement
The restricted period of the new shares is from January 6, 2022 to July 5, 2022. If laws, regulations and normative documents have other provisions on the sales restriction period, such provisions shall prevail.
After the end of this offering, the company's shares increased due to the company's bonus shares and the conversion of capital reserve into share capital shall also comply with the above arrangement of the restricted sale period. After the end of the restricted sale period, the shares issued to specific objects shall be implemented in accordance with the relevant provisions of the CSRC and the Shenzhen Stock Exchange. 4、 After the completion of this offering, the equity distribution of the company meets the listing requirements of Shenzhen Stock Exchange and will not lead to non-compliance with the conditions for stock listing.
interpretation
In this document, unless otherwise stated, the following words have the following meanings:
Company law means the company law of the people's Republic of China
Securities Law means the securities law of the people's Republic of China
The measures for the administration of registration refer to the measures for the administration of securities issuance registration of companies listed on the gem (for Trial Implementation)
Detailed rules for implementation refers to the detailed rules for the implementation of non-public offering of shares by listed companies
Listing Rules refer to Shenzhen Stock Exchange GEM Listing Rules
Articles of association means the Sonoscape Medical Corp(300633) articles of association
Issuer, company, issuing medical finger Sonoscape Medical Corp(300633) recommendation institution (joint lead underwriter China Greatwall Securities Co.Ltd(002939) ), China Greatwall Securities Co.Ltd(002939)
HSBC Qianhai refers to HSBC Qianhai Securities Co., Ltd
Lawyer of the issuer refers to Beijing Zhonglun law firm
The audit institution of the issuer refers to Tianjian Certified Public Accountants (special general partnership)
General meeting means Sonoscape Medical Corp(300633) general meeting of shareholders
Board of directors means the Sonoscape Medical Corp(300633) board of directors
Board of supervisors means the Sonoscape Medical Corp(300633) board of supervisors
Shenzhen stock exchange refers to Shenzhen Stock Exchange
CSRC refers to the China Securities Regulatory Commission
This issuance to specific objects refers to the issuance of shares to specific objects in Sonoscape Medical Corp(300633) 2020
Yuan and 10000 yuan refer to RMB yuan and 10000 yuan
Special note: in this paper, the relevant single data are rounded, which may lead to mantissa differences in the calculation results of relevant data.
1、 Basic information of the issuer
Chinese name of the company: Sonoscape Medical Corp(300633)
English name of the company: sonoscape medical Corp
Listing place: Shenzhen Stock Exchange
Securities abbreviation: Sonoscape Medical Corp(300633)
Securities code: 300633 SZ
Registered address: 201202, building 12, Shenzhen Software Park (phase 2), No. 1, kekekezhong 2 Road, high tech Zone, Maling community, Yuehai street, Nanshan District, Shenzhen, Guangdong
Office address: 201202, building 12, Shenzhen Software Park (phase 2), No. 1, kekekezhong 2 Road, high tech Zone, Maling community, Yuehai street, Nanshan District, Shenzhen, Guangdong
The joint stock company was established on December 31, 2014
Room:
Legal representative: Chen Zhiqiang
Registered capital: 401920000 yuan
Social unified credit agent 91440300743219767a
Code:
General business items: software development of medical devices (excluding national restrictions)
Manufacturing project); Biotechnology development, technology transfer, technical services and technology
Surgical consultation; Technical maintenance services for self-produced products; After sales service of self-produced products
Business scope: financial services; Import and export business (laws, administrative regulations, decisions of the State Council)
Except for prohibited items, restricted items can only be approved after obtaining permission
Battalion). The licensed business items are: production and operation of medical devices and their supporting facilities
Reagent and product software development; Production and operation of display products and electronic products
Product.
Company website: www.sonoscape.com com.
Contact: 86-755-26722890
2、 Issuance of new shares
(i) Issue type
This issuance is to issue domestic listed RMB common shares (A shares) to specific objects.
（2） Relevant procedures to be performed in this offering
1. Internal decision-making procedures of the company
On September 30, 2020, the issuer held the 16th meeting of the second board of directors, deliberated and adopted the proposal on the company meeting the conditions for issuing shares to specific objects, the proposal on the company's plan for issuing shares to specific objects in 2020, and the proposal on
<公司 2020 年度向特定对象发行股票预案>
Proposal on the demonstration and analysis report of the company's stock issuance scheme to specific objects in 2020, proposal on the feasibility analysis report on the use of funds raised by the company's stock issuance to specific objects in 2020, proposal on the diluted immediate return, filling measures and commitments of relevant subjects of the company's stock issuance to specific objects in 2020 The proposal on requesting the general meeting of shareholders to authorize the board of directors to fully handle matters related to the issuance of shares to specific objects and other relevant proposals believe that the issuer has the conditions to issue shares to specific objects, and is responsible for the issuance method, type and par value of issued shares, issuance quantity, issuance object, subscription method Resolutions have been made on the pricing base date and the issuance price, the arrangement of the restricted sale period, the listing place, the amount and purpose of the raised funds, the arrangement of the accumulated undistributed profits before the completion of this issuance, and the validity period of the resolution.
On October 16, 2020, the issuer held the first extraordinary general meeting of shareholders in 2020, deliberated and formed a resolution on the matters related to the issuance of shares to specific objects one by one, and authorized the board of directors to handle the matters related to the issuance of shares to specific objects.
On December 11, 2020, the issuer held the 18th meeting of the second board of directors, deliberated and passed the issuer's proposal on adjusting the company's stock issuance plan to specific objects in 2020, considered that the issuer had the conditions to issue shares to specific objects, and made resolutions on the number of shares issued to specific objects, the number and purpose of raised funds.
On September 27, 2021, the issuer held the fourth meeting of the third board of directors, deliberated and adopted the proposal on extending the validity period of the resolutions of the general meeting of shareholders on issuing shares to specific objects, the proposal on requesting the general meeting of shareholders to extend the validity period of authorizing the board of directors to handle matters related to the issuance of shares to specific objects, and other relevant proposals.
On October 14, 2021, the issuer held the second extraordinary general meeting of shareholders in 2021, deliberated and passed the proposal on extending the validity period of the resolutions of the general meeting of shareholders on issuing shares to specific objects, and agreed to extend the validity period of the resolutions on issuing shares to specific objects The authorization period for the board of directors to handle matters related to the issuance of shares to specific objects shall be extended to the expiration date of the registration reply issued by the CSRC (i.e. extended to March 2, 2022).
2. Regulatory review and registration process
On January 13, 2021, the issuer received the notification letter of opinion of the audit center on Sonoscape Medical Corp(300633) application for issuing shares to specific objects issued by the listing audit center of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange").
On March 10, 2021, the issuer received the reply on approving Sonoscape Medical Corp(300633) to issue shares to specific objects for registration issued by China Securities Regulatory Commission (zjxk [2021] No. 668), and agreed to the issuer's application for registration of issuing shares to specific objects. The reply is valid for 12 months.
3. Release process
(1) Sending of invitation for subscription
Witnessed by the lawyers of Beijing Zhonglun law firm, On December 10, the issuer and the co lead underwriters sent the Sonoscape Medical Corp(300633) subscription invitation for issuing shares to specific objects to the investors who met the relevant conditions in the list of investors to send subscription invitation for issuing shares to specific objects determined when submitting the issuance plan to Shenzhen Stock Exchange on December 1, 2021 (hereinafter referred to as the "invitation for subscription"), the Sonoscape Medical Corp(300633) subscription quotation for issuing shares to specific objects (hereinafter referred to as the "subscription quotation") and other attachments, inviting them to participate in the issuance and subscription. Including 66 investors who have submitted the letter of intent to subscribe (as of December 1, 2021), the company's top 20 shareholders (as of November 30, 2021, excluding related parties), 20 fund companies, 11 securities companies, 5 insurance institutions, A total of 118 investors (excluding duplicate investors: among them, 2 investors who submitted the letter of intent for subscription are the top 20 shareholders of the company, and 2 of the 20 fund companies are the top 20 shareholders of the company).
In addition to the above 118 investors, 22 new investors intend to subscribe after submitting the issuance plan to the Shenzhen Stock Exchange on December 1, 2021 to December 14, 2021 (including t-1). In the witness of the lawyers of Beijing Zhonglun law firm, the issuer and the joint lead underwriter have reissued the subscription invitation and other subscription documents to the above 22 new investors. The above-mentioned new investors are not the controlling shareholders, actual controllers, directors, supervisors, senior managers of the issuer and the joint lead underwriters and their related parties that control or exert significant influence. The list of new prospective investors is as follows:
Serial number investor name
Shanghai Dingfeng Hongren Asset Management Co., Ltd
2. Changsha zijianghui enterprise management partnership (limited partnership)
4 Hunan light salt Venture Capital Management Co., Ltd
5UBS AG
6 Shanghai Boshen Investment Center (limited partnership)
7 Ningbo dandanniu Investment Management Co., Ltd
8 Gong Baoxing
9 Guoren Property Insurance Co., Ltd
10 meticulous
11 Huamin equity investment fund management (Shenzhen) Co., Ltd
12 Xiamen Itg Group Corp.Ltd(600755) Jinlin investment partnership (limited partnership)
13 CITIC Lyon Asset Management Co., Ltd
14 Nanjing Ruisen investment management partnership (limited partnership)
15 Xue Xiaohua
16 Wang Fuxin
17 Shanghai Xingqian Investment Center (limited partnership)
18 Jinxiu Zhonghe (Tianjin) Investment Management Co., Ltd
19 Shanghai Mingda industry (Group) Co., Ltd
20 CCB Fund Management Co., Ltd
21 Qiu Piyun
22 ICBC Credit Suisse Fund Management Co., Ltd
To sum up, a total of 140 investors were sent the invitation to subscribe.
After verification by the lawyers of the joint lead underwriters and the issuer, the subscription invitation with the subscription quotation issued by the issuer and the joint lead underwriters in this offering is legal and valid. book
