Suzhou fujilai Pharmaceutical Co., Ltd
Initial public offering and listing on GEM
Issuance announcement
Sponsor (co lead underwriter): Orient Securities Company Limited(600958) underwriting sponsor Co., Ltd
Co lead underwriter: Guotai Junan Securities Co.Ltd(601211)
hot tip
Suzhou fujilai Pharmaceutical Co., Ltd. (hereinafter referred to as "fujilai", "issuer" or "company") in accordance with the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as the "administrative measures"), the measures for the administration of the registration of shares in the initial public offering of gem (for Trial Implementation) (CSRC order [No. 167]) Special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21) (hereinafter referred to as the "special provisions"), implementation rules for the issuance and underwriting of initial public offerings on the gem of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919) (hereinafter referred to as the "implementation rules") Detailed rules for the implementation of offline issuance of initial public offering in Shenzhen market (revised in 2020) (SZS [2020] No. 483) (hereinafter referred to as "detailed rules for the implementation of offline issuance"), detailed rules for the implementation of online issuance of initial public offering in Shenzhen market (SZS [2018] No. 279) (hereinafter referred to as "detailed rules for the implementation of online issuance") Relevant laws and regulations, such as the code for underwriting initial public offerings under the registration system (zxsf [2021] No. 213), the detailed rules for the administration of offline investors in initial public offerings (zxsf [2018] No. 142), the rules for the administration of offline investors in initial public offerings under the registration system (zxsf [2021] No. 212) Regulatory provisions, self-discipline rules and other documents shall organize the implementation of IPO and listing on GEM. The sponsor (co lead underwriter) of this offering is Orient Securities Company Limited(600958) underwriting sponsor Co., Ltd. (hereinafter referred to as "sponsor (co lead underwriter)" or "China Eastern Investment Bank"), Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as " Guotai Junan Securities Co.Ltd(601211) ") is the co lead underwriter of this offering (China Eastern Investment Bank and Guotai Junan Securities Co.Ltd(601211) ) are collectively referred to as "co lead underwriters").
The initial inquiry and offline subscription of the issued shares are conducted through the offline issuance electronic platform of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") and the registration and settlement platform of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as "China Clearing Shenzhen Branch"), Investors are requested to carefully read this announcement and the detailed rules for the implementation of offline issuance and other relevant provisions. This online issuance is carried out through the trading system of Shenzhen Stock Exchange and is carried out by means of subscription and pricing according to market value. Online investors are requested to carefully read this announcement and the detailed rules for the implementation of online issuance published by Shenzhen Stock Exchange.
This offering is applicable to the special provisions on the issuance and underwriting of Securities for initial public offerings on GEM (CSRC announcement [2021] No. 21) issued by China Securities Regulatory Commission (hereinafter referred to as "CSRC") on September 18, 2021 Detailed rules for the implementation of securities issuance and underwriting business of gem initial public offering of Shenzhen Stock Exchange (revised in 2021) (szszszs [2021] No. 919) issued by Shenzhen Stock Exchange The code for underwriting of initial public offerings under the registration system (zxsf [2021] No. 213) issued by the China Securities Association invites investors to pay attention to the changes of relevant regulations, pay attention to investment risks, carefully study and judge the rationality of issuance pricing and make investment decisions rationally.
Investors are kindly requested to focus on the issuance process, online and offline subscription, payment and disposal of share abandonment. The specific contents are as follows:
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. Please refer to the part marked "high price elimination" in the "attached table: statistical table of investor quotation information" for the specific elimination.
2. According to the preliminary inquiry results, the issuer and the joint lead underwriters, taking into account the effective subscription multiple, the issuer's industry, the issuer's fundamentals, the effective subscription multiple, the valuation level of comparable listed companies, market conditions, the demand for raised funds and underwriting risks, negotiated and determined that the issuance price is 48.30 yuan / share, and the offline issuance will not conduct cumulative bidding inquiry.
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, according to item (IV) of Article 39 of the detailed rules for the implementation of business, Relevant subsidiaries of the sponsor need not participate in this strategic placement.
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 is 1146000 shares, which will be transferred back to offline issuance.
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").
4. Restricted period arrangement: among the stocks issued this time, the stocks issued online have no circulation restrictions and restricted period arrangement, and can be circulated from the date of listing of the stocks issued this time on the 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.
5. Independent expression of purchase intention: online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
6. Callback mechanism of this issuance: after the online and offline subscription is completed, the issuer and the joint lead underwriter will determine whether to enable the callback mechanism on March 17, 2022 (t day) according to the online subscription, and adjust the number of online and offline issuance. The launch of the callback mechanism will be determined according to the initial effective subscription multiple of online investors.
7. The offline allocated investors shall, in accordance with the announcement on the preliminary placement results of Suzhou fujilai Pharmaceutical Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the announcement on the preliminary placement results of offline issuance), Before 16:00 on March 21, 2022 (T + 2), the subscription funds for new shares shall be paid in full and on time according to the finally determined issuance price and allocated quantity.
The subscription funds shall be paid in full within the specified time. If the subscription funds are not paid in full within the specified time or as required, all the new shares allocated to the placing object shall be invalid. If the above-mentioned circumstances occur when multiple new shares are issued on the same day, all the placing objects are invalid. If different placing objects share bank accounts, if the subscription funds are insufficient, all the new shares allocated to the placing objects sharing bank accounts will be invalid. Offline investors are allocated multiple new shares on the same day. Please pay for each new share separately.
After winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement on the results of online lottery of Suzhou fujilai Pharmaceutical Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the announcement on the results of online lottery), so as to ensure that their capital account will have sufficient capital for subscription of new shares on March 21 (T + 2) 2022, The insufficient part shall be deemed as abandoning the subscription, and the resulting consequences and relevant legal liabilities shall be borne by the investors themselves. The transfer of investors' funds shall comply with the relevant provisions of the securities company where the investors are located.
The shares that offline and online investors give up their subscription shall be underwritten by the sponsor (joint lead underwriter).
8. Suspension of issuance: when the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of this public offering, the issuer and the joint lead underwriter will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
9. If the offline investors who provide effective quotation fail to participate in the subscription or the offline investors who obtain the preliminary placement fail to pay the subscription amount in time and in full, it will be deemed as a breach of contract and shall bear the liability for breach of contract. The joint lead underwriters shall report the breach to the China Securities Association for the record. The number of violations of placing objects in various sectors of the stock market of Beijing stock exchange (hereinafter referred to as "Beijing stock exchange"), Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange") and Shenzhen Stock Exchange shall be calculated together. During the period of being included in the restricted list, the placing object shall not participate in the offline inquiry and placement of relevant projects in all sectors of the stock market of Beijing stock exchange, Shanghai Stock Exchange and Shenzhen Stock Exchange.
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. 10. The issuer and the co lead underwriters solemnly remind investors to pay attention to investment risks and make rational investment, and carefully read this announcement and published in Shanghai Securities News and China Securities News on March 16, 2022 (t-1) The special announcement on the investment risk of Suzhou fujilai Pharmaceutical Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the "special announcement on investment risk") published in the securities times and the Securities Daily fully understands the market risk and prudently participates in the IPO.
Valuation and investment risk tips
1. The issue price is 48.30 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, fujilai belongs to the "pharmaceutical manufacturing industry" (classification code: C27). The static average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. is 35.42 times (as of March 11, 2022 (T-4)), please refer to it when making decisions.
As of March 11, 2022 (T-4), the valuation levels of comparable listed companies are as follows:
20202020
Securities code of static market corresponding to T-4 day shares before and after deduction EPS closing price earnings ratio of EPS ticket - earnings ratio before and after deduction (yuan / (yuan / share) (2020) (2020) shares)
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