Suzhou fujilai Pharmaceutical Co., Ltd
Initial public offering and listing on GEM
Special announcement on investment risk
Sponsor (co lead underwriter): Orient Securities Company Limited(600958) underwriting sponsor Co., Ltd
Co lead underwriter: Guotai Junan Securities Co.Ltd(601211)
The application of Suzhou fujilai Pharmaceutical Co., Ltd. (hereinafter referred to as “fujilai”, “issuer” or “company”) for initial public offering of no more than 22.92 million ordinary shares (A shares) and listing on the gem (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 registered by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (zjxk [2022] No. 251).
After negotiation between the issuer and the recommendation institution (co lead underwriter) Orient Securities Company Limited(600958) underwriting recommendation Co., Ltd. (hereinafter referred to as “Oriental Investment Bank” or “recommendation institution (co lead underwriter)”) and Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as ” Guotai Junan Securities Co.Ltd(601211) ” or “co lead underwriter”), the number of shares issued this time is 22.92 million, Accounting for 25.00% of the total share capital after issuance. All new shares are issued to the public. The issuer’s shareholders shall not transfer their old shares. The shares issued this time are planned to be listed on the gem of Shenzhen Stock Exchange.
Special attention is drawn to the following contents by the lead underwriter and the joint underwriter:
1. After the preliminary inquiry, the issuer and the co lead underwriters shall, in accordance with the exclusion rules agreed in the announcement on preliminary inquiry and promotion of initial public offering of shares by Suzhou fujilai Pharmaceutical Co., Ltd. and listing on the gem (hereinafter referred to as the “announcement on preliminary inquiry and promotion”), after excluding the preliminary inquiry results that do not meet the quotation requirements of investors, By consensus, all placing objects whose proposed purchase price is higher than 57.50 yuan / share (excluding 57.50 yuan / share) will be eliminated; The placing objects with the proposed subscription price of 57.50 yuan / share shall be sorted according to the number of proposed subscriptions, and all placing objects less than 8 million shares (excluding 8 million shares) shall be eliminated; The proposed subscription price is 57.50 yuan / share, and the subscription quantity is equal to 8 million shares. All placing objects whose subscription time is later than 14:23:12:986 on March 11, 2022 (excluding 14:23:12:986 on March 11, 2022) are eliminated; The proposed subscription price is 57.50 yuan / share, and the number of subscription is equal to 8 million shares. Among the placing objects whose subscription time is the same as 14:23:12:986, they will be eliminated from the back to the front according to the order of placing objects automatically generated by the offline issuance electronic platform of Shenzhen Stock Exchange. A total of 95 placing objects were excluded in the above process, and the total number of shares to be purchased was 574.9 million, accounting for 1.0051% of the total number of shares to be purchased after excluding invalid quotations in this preliminary inquiry. The excluded part shall not participate in offline and online subscription.
2. According to the preliminary inquiry results, the issuer and the joint lead underwriters, taking into account the issuer’s fundamentals, market conditions, the valuation level of Listed Companies in the same industry, the demand for raised funds, underwriting risks and other factors, negotiated and determined that the price of this issuance is 48.30 yuan / share, and no cumulative bidding inquiry will be conducted for offline issuance.
Investors are requested to make online and offline subscription at this price on March 17, 2022 (t day), and there is no need to pay the subscription fund at the time of subscription. The offline issuance and Subscription Date and online subscription date are the same as March 17, 2022 (t day), in which the offline subscription time is 9:30-15:00, and the online subscription time is 9:15-11:30 and 13:00-15:00.
3. The issuing price of this offering shall not exceed the median and weighted average of the quotations of offline investors after excluding the highest quotation, as well as the Securities Investment Fund (hereinafter referred to as “public fund”), the National Social Security Fund (hereinafter referred to as “social security fund”), the basic old-age insurance fund (hereinafter referred to as “pension”) established through public offering after excluding the highest quotation The enterprise annuity fund (hereinafter referred to as “enterprise annuity fund”) established in accordance with the measures for the administration of enterprise annuity fund and the insurance fund (hereinafter referred to as “insurance fund”) in accordance with the measures for the administration of the use of insurance funds, whichever is lower.
This offering does not arrange strategic placement to other external investors. According to the issuing price, the relevant subsidiaries of the sponsor will not participate in the strategic placement. Finally, this issuance will not be targeted to strategic investors. The difference between the initial strategic placement and the final strategic placement of 1146000 shares will be transferred back to offline issuance.
4. This issuance is finally carried out by a combination of offline inquiry and placement to qualified investors (hereinafter referred to as “offline issuance”) and online pricing issuance to social public investors holding non restricted A-share shares or non restricted depositary receipts in Shenzhen market (hereinafter referred to as “online issuance”).
This offline issuance is conducted through the offline issuance electronic platform of Shenzhen Stock Exchange; The online issuance is carried out through the trading system of Shenzhen Stock Exchange by means of subscription and pricing according to market value.
5. The issue price is 48.30 yuan / share, and the price earnings ratio corresponding to this price is:
(1) 24.50 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company after deducting non recurring profits and losses is divided by the total share capital before the issuance
Calculate);
(2) 23.54 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company before deducting non recurring profits and losses is divided by the total share capital before the issuance
Calculate);
(3) 32.67 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company after deducting non recurring profits and losses is calculated by dividing the total share capital after the issuance
Calculate);
(4) 31.39 times (earnings per share in accordance with Chinese accounting standards approved by accounting firms in 2020)
The audited net profit attributable to shareholders of the parent company before deducting non recurring profits and losses is divided by the total share capital after the issuance
Calculate).
6. The issue price is 48.30 yuan / share. Investors are requested to judge the issue price according to the following conditions
Rationality of.
(1) According to the guidelines for Industry Classification of listed companies (revised in 2012) issued by China Securities Regulatory Commission, the company belongs to
The industry is pharmaceutical manufacturing (classification code: C27). As of March 11, 2022 (T-4), China Securities Index
The average static P / E ratio of pharmaceutical manufacturing industry (classification code: C27) released by the company is
35.42 times.
As of March 11, 2022 (T-4), the valuation levels of comparable listed companies are as follows:
T-4 stock in 2020 minus the corresponding static city in 2020 minus the corresponding static City securities code securities abbreviation closing price non front EPS non back EPS earnings ratio minus non front earnings ratio minus non back (yuan / share) (yuan / share) (yuan / share) (2020) (2020)
Xiamen Kingdomway Group Company(002626) .SZ Xiamen Kingdomway Group Company(002626) 1.56 1.43 28.72 18.41 20.08
Zhejiang Garden Bio-Chemical High-Tech Co.Ltd(300401) .SZ Zhejiang Garden Bio-Chemical High-Tech Co.Ltd(300401) 0.49 0.41 13.64 27.84 33.27
Zhejiang Tianyu Pharmaceutical Co.Ltd(300702) .SZ Zhejiang Tianyu Pharmaceutical Co.Ltd(300702) 1.92 1.70 48.06 25.03 28.27
Jiangxi Synergy Pharmaceutical Co.Ltd(300636) .SZ Jiangxi Synergy Pharmaceutical Co.Ltd(300636) 0.34 0.33 22.25 65.44 67.42
Qianjiang Yongan Pharmaceutical Co.Ltd(002365) .SZ Qianjiang Yongan Pharmaceutical Co.Ltd(002365) 0.36 0.28 9.51 26.42 33.96
Zhejiang Shengda Bio-Pharm Co.Ltd(603079) .SZ Zhejiang Shengda Bio-Pharm Co.Ltd(603079) 1.15 1.22 14.76 12.83 12.10
Average 29.33 32.52
Data source: wind, as of March 11, 2022 (T-4).
Note 1: there may be mantissa difference in the calculation of P / E ratio, which is caused by rounding.
Note 2: EPS before / after deduction of non recurring profit and loss in 2020 = net profit attributable to the parent before / after deduction of non recurring profit and loss in 2020 / total share capital on T-4 day. The issuance price of 48.30 yuan / share corresponds to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2020, which is 32.67 times lower than the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on March 11, 2022 (T-4), and 32.52 times higher than the average static P / E ratio of comparable companies in the same industry, There is a risk that the decline of the issuer’s share price will bring losses to investors in the future. The lead underwriter shall study the rationality of investment and pricing, and the lead underwriter shall pay attention to the rationality of investment and risk of the issuer.
(2) After the price of this offering is determined, 328 investors have submitted valid quotations for this offline offering, and 6789 placing objects have been managed, accounting for 75.70% of the total number of placing objects after excluding invalid quotations; The total number of valid proposed subscriptions is 421783 million shares, accounting for 73.74% of the total number of subscriptions after excluding invalid quotations, which is 257373 times of the initial offline issuance scale after strategic placement callback and before online and offline callback.
(3) Investors are reminded to pay attention to the difference between the offering price and the quotation of offline investors. The quotation of offline investors is published on cninfo.com.cn on the same day Announcement of Suzhou fujilai Pharmaceutical Co., Ltd. on initial public offering and listing on GEM (hereinafter referred to as the “issuance announcement”).
(4) The fund-raising demand amount disclosed in the letter of intent for initial public offering of Suzhou fujilai Pharmaceutical Co., Ltd. and listing on the gem (hereinafter referred to as the “letter of intent”) is 670 million yuan, the offering price is 48.30 yuan / share, and the corresponding financing scale is 110703600 yuan, which is higher than the above-mentioned fund-raising demand amount.
(5) This offering follows the principle of market-oriented pricing. In the preliminary inquiry stage, offline institutional investors quote based on the real subscription intention. The issuer and the joint 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 according to the preliminary inquiry results, Negotiate and determine the issue price. The offering price does not exceed the lower of the median and weighted average of the offline investors’ quotation after excluding the highest quotation, and the median and weighted average of the quotation of public funds, social security funds, pensions, enterprise annuity funds and insurance funds after excluding the highest quotation. If any investor participates in the subscription, it shall be deemed that it has accepted the issue price. If there is any objection to the issue pricing method and issue price, it is suggested not to participate in this issue.
(6) Investors should pay full attention to the risk factors contained in the marketization of pricing, know that the stock may fall below the issue price after listing, effectively improve risk awareness, strengthen the concept of value investment and avoid blind speculation. Regulators, issuers and co lead underwriters cannot guarantee that the shares will not fall below the issue price after listing.
7. Based on the issuance price of 48.30 yuan / share and the number of new shares issued of 22.92 million shares, the total amount of funds raised by the issuer is expected to be 1107036 million yuan, after deducting the issuance expenses of about 103901 million yuan (excluding value-added tax), and the net amount of funds raised is expected to be about 1003135 million yuan. There is a risk that the net asset scale will increase significantly due to the acquisition of raised funds, which will have an important impact on the issuer’s production and operation mode, operation management and risk control ability, financial status, profitability and long-term interests of shareholders.
8. Among the stocks issued this time, the stocks issued online have no circulation restrictions and limited sales period. They can be circulated from the date when the stocks issued this time are listed on the gem of Shenzhen Stock Exchange.
The offline issuance part adopts the proportional sales restriction method, and the offline investors shall promise that the sales restriction period of 10% (rounded up) of the number of shares allocated to them is 6 months from the date of the issuer’s initial public offering and listing. That is, among the shares allocated to each placing object, 90% of the shares are sold indefinitely and can be circulated from the date when the issued shares are listed and traded on the Shenzhen Stock Exchange; The sales restriction period of 10% of the shares is 6 months, and the sales restriction period starts from the date when the issued shares are listed and traded on the Shenzhen Stock Exchange.
When offline investors participate in the preliminary inquiry and quotation and offline purchase, they do not need to fill in the arrangement of the restricted sale period for the placing objects under their management. Once the quotation is made, it is deemed to accept the arrangement of the online restricted sale period disclosed in this announcement.
9. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
10. Offline investors shall, according to the announcement of initial public offering of shares by Suzhou fujilai Pharmaceutical Co., Ltd. and initial placement results of offline issuance of shares listed on the gem, issue shares according to the final decision before 16:00 on March 21 (T + 2) 2022
