After this stock issue, it is planned to be listed on the gem, which has high investment risk. GEM companies have the characteristics of large investment in innovation, uncertainty about the success of the integration of new and old industries, still in the growth stage, high operation risk, unstable performance and high delisting risk. Investors are facing greater market risks. Investors should fully understand the investment risks of the gem and the risk factors disclosed by the company, and make investment decisions prudently.
Shenzhen minglida Precision Technology Co., Ltd
Shenzhen Minglida Precision Technology Co., Ltd.
(4 / F, Tsinghua Information Port scientific research building, west of South Gate, No. 13, Langshan Road, songpingshan community, Xili street, Nanshan District, Shenzhen) IPO and listing on GEM
Letter of intent
Sponsor (lead underwriter)
No. 618, Shangcheng Road, China (Shanghai) pilot Free Trade Zone
Issue overview
Type of shares issued: RMB ordinary shares (A shares)
This public offering of 40.01 million shares is no less than 10.00% of the total issued shares. This issuance is all new shares, and the original shareholders do not offer shares to the public.
The par value of each share is RMB 1.00
The issue price per share is [] yuan
The total share capital after issuance is 40001 million shares
Expected issue date: March 25, 2022
Stock exchanges to be listed and Shenzhen Stock Exchange gem
Sponsor (lead underwriter) Guotai Junan Securities Co.Ltd(601211)
Signing date of the prospectus: March 17, 2022
statement
Any decision or opinion made by the CSRC and the exchange on this issuance does not indicate that they guarantee the authenticity, accuracy and completeness of the registration application documents and the information disclosed, nor do they indicate that they make substantive judgment or guarantee on the profitability, investment value of the issuer or the income of investors. Any statement to the contrary is a false statement.
According to the provisions of the securities law, the issuer shall be responsible for the changes in the operation and income of the issuer after the shares are issued according to law; Investors independently judge the investment value of the issuer, make investment decisions independently, and bear the investment risks caused by the changes in the operation and income of the issuer or the changes in the stock price after the shares are issued according to law. The issuer and all directors, supervisors and senior managers promise that the prospectus and other information disclosure materials are free from false records, misleading statements or major omissions, and bear corresponding legal liabilities.
The controlling shareholder and actual controller of the issuer promise that there are no false records, misleading statements or major omissions in this prospectus, and bear corresponding legal liabilities.
The person in charge of the company, the person in charge of accounting and the person in charge of the accounting institution shall ensure that the financial and accounting materials in the prospectus are true and complete.
The issuer and all directors, supervisors, senior managers, controlling shareholders, actual controllers, sponsors and underwriting securities companies promise to compensate investors for losses in securities issuance and trading due to false records, misleading statements or major omissions in the issuer's prospectus and other information disclosure materials.
The sponsor and the securities service institution promise to compensate the investors for the losses caused to the investors due to the false records, misleading statements or major omissions in the documents prepared and issued for the issuer's public offering.
Tips on major issues
The company specially reminds investors that before making investment decisions, please carefully read the text of this prospectus and pay special attention to the following important matters.
1、 Important commitments made by relevant entities of this issuance
Important commitments made by the issuer and its shareholders, directors, supervisors and senior managers of the issuer, as well as the sponsors and securities service institutions of this offering See "VI. commitments made by the issuer and other responsible subjects related to the issuer's current offering and listing" in "section 13 appendix" of this prospectus for the specific contents of the binding measures for the failure to fulfill the commitments and the commitments that have triggered the fulfillment conditions.
2、 Distribution arrangement of accumulated profits before this offering
According to the resolution of the fourth extraordinary general meeting of shareholders in 2020 held by the Issuer on October 30, 2020, the profits realized in the current year of this public offering and the accumulated undistributed profits of previous years shall be shared by the new and old shareholders of the company after this public offering.
3、 Special risk tips
Investors should fully understand the investment risks of the gem and the risk factors disclosed by the company, and remind investors to pay special attention to the following risks in "section IV Risk Factors":
(I) high customer concentration risk
The company's customers include Jabil, solardedge, Flextronics, venture, Hangzhou Hikvision Digital Technology Co.Ltd(002415) , Huawei, Byd Company Limited(002594) and other well-known enterprises at home and abroad. The company's main customers have set up a strict supplier access system. The company needs to go through strict review procedures and a long running in period to enter its supply chain system. Therefore, after becoming its qualified supplier, the company can form a relatively stable cooperative relationship with it. During the reporting period, the company's operating revenue was 942212 million yuan, 1360933 million yuan, 15164935 million yuan and 12462816 million yuan respectively. The company's sales to the top five customers accounted for 72.59%, 81.32%, 81.87% and 80.36% of the operating revenue respectively; From the perspective of end customers, during the reporting period, the sales revenue of the company's supporting precision structural parts for solardedge accounted for 40.29%, 39.84%, 46.55% and 36.38% of the operating revenue respectively. The company has a high sales concentration to its main customers.
Although the company continues to improve the development of new customers and begins to expand its business in more fields, the development of new customers and the expansion of new fields need a certain period. If there are major adverse changes in the operation of the above main customers or the amount of orders given to the company is greatly reduced, it will have an adverse impact on the operating performance of the company. (II) risk of decline in gross profit margin of main business
During the reporting period, the gross profit margin of the issuer's main business was 26.27%, 23.18%, 21.25% and 19.61% respectively, showing a downward trend.
The issuer has many kinds of products. The product molding materials mainly include metal and plastic. The product molding process includes die casting, injection molding, profile cutting and metal stamping. The product application fields mainly include photovoltaic, security, automobile and consumer electronics.
The product structure of multiple categories and application fields improves the issuer's anti risk ability, but factors such as the price fluctuation of raw materials, the difference of downstream market competition environment and the change of product structure of different types will also have a certain impact on the issuer's gross profit margin of main business. If the market competition continues to intensify in the future, and the issuer fails to give full play to its competitive advantage, fails to develop new products and improve product quality in time to enhance the market competitiveness of products, or the issuer makes mistakes in decision-making, fails to expand the market and cannot meet the changes of customer needs, the issuer will face the risks of decline in market share, decline in gross profit margin and decline in operating performance.
(III) price fluctuation risk of raw materials
The company's main raw materials are aluminum ingots, plastic particles, aluminum extrusions, etc. During the reporting period, the company's direct materials accounted for a high proportion of the main business costs, 65.35%, 67.66%, 69.54% and 69.07% respectively. The fluctuation of the market price of main raw materials has a great impact on the company's main business costs and profitability. During the reporting period, the market prices of aluminum ingots and plastic particles fluctuated to a certain extent. In the future, if the purchase price of the company's main raw materials fluctuates violently, and the company cannot transfer or digest the cost pressure caused by the price fluctuation of raw materials in time, it will have an adverse impact on the company's profitability and production and operation.
The issuer has established a good product price management mechanism, timely updated the quotation to customers according to the external environment and internal financial and business conditions faced by the company, and negotiated with customers to adjust the price. Due to the contract terms, negotiation ability, market supply and demand and other factors of both parties, there are delays and inadequacies in the transmission of raw material price fluctuations to downstream customers. It is estimated that the impact of changes in the purchase price of main raw materials on the issuer's total annual profit in 2021 is a year-on-year decrease of about 23.27% - 24.85%. If the price of raw materials continues to rise sharply in the future, and the company fails to timely and fully transfer the cost of raw material price growth to customers, there may be a risk of decline in product gross profit margin and performance fluctuation.
(IV) risk of economic loss caused by failure to perform the agreement in time
In March 2021, Guangdong minglida signed the supplementary agreement on project investment (II) with the people's Government of Qingxi Town, Dongguan City. According to the above agreement, as of the date of signing this prospectus, the issuer's Dongguan Qingxi project has been constructed and put into operation according to the agreement, the investment intensity has reached the agreement, and the tax assessment period is from 2022 to 2031, If the company's tax assessment fails to meet the agreed standards, the company risks paying corresponding liquidated damages to the people's Government of Qingxi Town.
In November 2016 and March 2021, the issuer, the Management Committee of Jiangsu Hai'an high tech Industrial Development Zone, Haisui company and Hai'an Municipal People's government signed the investment agreement and relevant supplementary agreements respectively, which agreed on the investment intensity, construction cycle, tax efficiency incentives, land and real estate purchase funds and installment payments, It also specifies that the Management Committee of Jiangsu Hai'an high tech Industrial Development Zone designated Haisui company to fully inherit the rights and obligations under the above investment agreement. As of the date of signing this prospectus, the issuer has paid for the purchase of assets in accordance with the agreement, and has obtained the tax effective reward in the first two accounting cycles in terms of tax. According to the above agreement, if the company fails to pay the above due asset purchase payment on time, there is a risk of paying 5 million yuan of liquidated damages to Haisui company; If the total amount of tax paid by the issuer in the accounting period of the company does not reach the amount agreed in the agreement and the issuer fails to pay for the purchase of assets in accordance with the agreement for more than three months, there is a risk that the relevant land and real estate will be repurchased.
In June 2020, the company signed the industrial project agreement and the industrial project (supplementary) agreement with the Management Committee of Chongqing Tongliang high tech Industrial Development Zone, which agreed on the investment intensity, construction cycle, tax efficiency incentives, relevant liabilities for breach of contract, etc. As of the signing date of this prospectus, Chongqing minglida has signed the contract for the transfer of the use right of state-owned construction land, paid the corresponding land transfer price as agreed, paid the corresponding deed tax and stamp tax, and obtained the real estate property right certificate of the corresponding land. If Chongqing minglida fails to start construction or complete the main project in accordance with the requirements of the agreement, there is a risk that the relevant land will be purchased back by the local management committee.
To sum up, in the process of construction, operation and operation of Dongguan Qingxi project, Hai'an project and Chongqing project, if it fails to meet the provisions of relevant agreements, touches the breach terms of relevant investment agreements, and fails to obtain the exemption of the other party, the company may have the risk of paying liquidated damages or being repurchased land and real estate, Thus, it has a great adverse impact on the production and operation of the company. For the main provisions of the above agreement, please refer to "v. main fixed assets and intangible assets of the issuer" in "section VI business and technology", "II) main intangible assets", "2. Land use right" and "(1) land use right obtained through investment agreement" in this prospectus.
(V) risk of large scale of accounts receivable and inventory
At the end of each reporting period, the book values of the company's accounts receivable were 295758100 yuan, 396892800 yuan, 366889100 yuan and 44709400 yuan respectively, and the book values of inventories were 154224600 yuan, 184675100 yuan, 187490600 yuan and 3055262 million yuan respectively. The total book values of accounts receivable and inventories accounted for 35.11%, 37.68% and 34.12% and 41.85%.
The company's main customers are high-quality customers with good reputation and strong financial strength. The company gives them a certain credit period. At the same time, because the main customers generally have high requirements for the timeliness of suppliers, the company often needs to prepare goods in advance. With the expansion of business scale, the company's accounts receivable and inventory balance may further increase. If there are significant adverse changes in the production and operation of major customers, the company may face difficulties in recovering accounts receivable or the risk of slow-moving inventory and falling price, which will have an adverse impact on the company's cash flow and operating performance. (VI) exchange rate fluctuation risk
During the reporting period, the company's overseas sales revenue was 319321100 yuan, 547516400 yuan, 707139300 yuan and 652712300 yuan respectively, accounting for 34.02%, 40.45%, 46.88% and 52.68% of the main business revenue respectively, and the overseas sales revenue accounted for a relatively high proportion. The company and overseas customers are generally settled in foreign currency. If the exchange rate changes during the credit period of payment for goods, the company's foreign currency accounts receivable will generate exchange gains and losses. During the reporting period, the exchange gains and losses of the company were -1954300 yuan, - 2313000 yuan, 12057300 yuan and 2456400 yuan respectively, accounting for - 3.03%, - 2.11%, 6.02% and 2.17% of the current operating profit, respectively. However, if the company's overseas sales scale continues to expand in the future, or the exchange rate fluctuates sharply in the short term, it will have a certain impact on the company's operating performance.
4、 Main financial information and operating conditions after the audit deadline of financial report
(I) review opinions of Accountants
The audit base date of the issuer's latest financial report is September 30, 2021. The accountant of Shanghai Accounting Conference will review the company's consolidation and the company's balance sheet as of December 31, 2021, and the company's profit statement, consolidation and the company's cash flow in 2021
