Guangdong taienkang Pharmaceutical Co., Ltd
Initial public offering and listing on GEM
Announcement of preliminary placement results of offline issuance
Sponsor (lead underwriter): Guotai Junan Securities Co.Ltd(601211)
hot tip
The application of Guangdong taienkang Pharmaceutical Co., Ltd. (hereinafter referred to as “the issuer” or “the company”) for the initial public offering of 59.1 million RMB common shares (A shares) (hereinafter referred to as “this offering”) has been examined and approved by the venture board listing committee of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”), It has been approved to register by the China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (zjxk [2022] No. 203). The issuer and the sponsor (lead underwriter) Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as ” Guotai Junan Securities Co.Ltd(601211) ” or “sponsor (lead underwriter)”) negotiated and determined that the number of shares to be issued this time was 59.1 million, and the issue price was 19.93 yuan / share.
The issuing price of this offering does not exceed the median and weighted average of the offline investors’ quotation 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 and other provisions, whichever is lower, is 199307 yuan / share. According to item (IV) of Article 39 of the detailed rules for the implementation of the issuance and underwriting of initial public offering of securities on the growth enterprise market of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919), the relevant subsidiary of the sponsor Guotai Junan Securities Co.Ltd(601211) csyu Investment Co., Ltd. (hereinafter referred to as “csyu investment”) does not need to participate in this strategic placement, and all the shares initially invested by csyu investment will be transferred back to offline issuance.
According to the final price, the final strategic placement quantity of the issuer’s special asset management plan for senior management and core employees Guotai Junan Securities Co.Ltd(601211) Junxiang gem taienkang No. 1 strategic placement collective asset management plan (hereinafter referred to as “taienkang No. 1 asset management plan”) is 5435022 shares, accounting for 9.20% of the Issuance quantity.
The initial strategic allotment of this issuance was 8.865 million shares, accounting for 15.00% of this issuance. The final number of strategic placements was 5435022 million shares, accounting for 9.20% of the number of shares issued this time. The difference between the initial strategic placement and the final strategic placement of 3429978 million shares will be transferred back to offline issuance.
Finally, the issuance is carried out in a combination of directional placement to strategic investors, offline inquiry placement to qualified investors and online pricing issuance to social public investors holding non restricted A-share shares in Shenzhen market or the market value of non restricted depositary receipts.
After the callback of strategic placement and before the launch of online and offline callback mechanism, the number of offline issuance was 38594478 shares, accounting for 71.92% of the number issued after deducting the final number of strategic placement; The number of shares issued online was 150705 million, accounting for 28.08% of the number issued after deducting the final strategic placement. According to the callback mechanism announced in the announcement of Guangdong taienkang Pharmaceutical Co., Ltd. on its initial public offering and listing on the gem (hereinafter referred to as the “issuance announcement”), since the initial effective subscription multiple on the Internet is 798762052 times, higher than 100 times, the issuer and the sponsor (lead underwriter) decided to start the callback mechanism and callback 10733000 million shares from offline to online. After the call back, the final number of offline shares issued was 27861478, accounting for 51.92% of the total issued after deducting the final strategic placement; The final number of shares issued online was 25.835 million, accounting for 48.08% of the total issued after deducting the final strategic placement. After the call back, the final winning rate of this online pricing issuance is 00214354958%, and the subscription multiple is 466515918 times.
Please pay attention to the payment link of this offering and fulfill the payment obligation in time on March 22, 2022 (T + 2). The details are as follows:
1. According to this announcement, offline investors shall pay the subscription funds for new shares in full and on time according to the final issuance price and preliminary placement quantity before 16:00 on March 22 (T + 2) 2022. If the same placing object receives multiple new shares on the same day, it is necessary to pay for each new share in full and fill in the remarks in accordance with the specifications. If the placing object has insufficient funds for a single new share, all the new shares allocated to the placing object on that day will be invalid, and the resulting consequences shall be borne by the investors themselves.
After the online investors win the lottery in the subscription of new shares, they shall fulfill the obligation of capital settlement according to the announcement on the results of initial public offering and online lottery of Guangdong taienkang Pharmaceutical Co., Ltd. listed on the gem, so as to ensure that their capital account has sufficient capital for the subscription of new shares by the end of March 22 (T + 2) 2022. The insufficient part shall be deemed to have given up 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 to subscribe for are underwritten by the sponsor (lead underwriter).
2. Among the stocks issued this time, the stocks issued online have no circulation restrictions and limited sales period arrangements, and can be circulated from the date when the stocks issued this time are listed 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.
In terms of strategic placement, taienkang No. 1 asset management plan promises that the restricted period of the shares allocated this time is 12 months, and the restricted period starts from the date of listing of the shares issued this time on the Shenzhen Stock Exchange. After the expiration of the restricted sale period, the reduction of the allocated shares by strategic investors shall be subject to the relevant provisions of the CSRC and the Shenzhen Stock Exchange on share reduction.
3. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of public offerings, the issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
4. If the offline investor who provides effective quotation fails to participate in the subscription or the offline investor who obtains the preliminary placement fails 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 recommendation institution (lead underwriter) shall report the breach of contract to the China Securities Association for the record. The number of violations of the placing object in the scientific and technological innovation board, gem, motherboard and other sectors 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 projects related to science and innovation board, gem, motherboard and other sectors.
If an online investor fails to make full payment after winning the lottery three times in a row within 12 months, it 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 abandoning the subscription
5. Once this announcement is published, it shall be deemed to have served the notice of allocated payment to the offline investors participating in the offline subscription. 1、 Strategic placement
Based on the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) negotiated and determined that the offering price is 19.93 yuan / share. The issuing price of this offering shall not exceed the lower of the median and weighted average of offline investors’ quotation after excluding the highest quotation and the median and weighted average of public funds, social security funds, pensions, enterprise annuity funds and insurance funds after excluding the highest quotation. Therefore, the relevant subsidiary of the sponsor, Zhengyu investment, does not need to participate in the strategic placement of this issuance, and the number of shares initially participated in the follow-up investment of Zhengyu investment will be transferred back to the offline issuance. According to the final price, the final strategic placement of tynkang No. 1 asset management plan is 5435022 shares, accounting for 9.20% of the number of shares issued this time. The difference between the initial strategic placement and the final strategic placement of 3429978 shares will be transferred back to offline issuance.
As of March 15, 2022 (T-3), strategic investors have paid their subscription funds in full and on time. If the initial payment amount exceeds the amount corresponding to the final number of allocated shares, the sponsor (lead underwriter) will return it according to the original payment path before March 24, 2022 (T + 4). According to the relevant agreements in the strategic placement agreement signed by the issuer and strategic investors, the strategic placement results of this issuance are determined as follows:
Name of strategic investor number of allocated shares (shares) amount allocated (yuan) sales restriction period
Tyenkang No.1 asset management plan 543502210831998846 12 months
2、 Offline issuance and subscription and preliminary placement results
(I) offline issuance and subscription
According to the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]), the special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21), the practical implementation rules for the issuance and underwriting of initial public offerings on the gem of Shenzhen Stock Exchange (revised in 2022) (SZS [2021] No. 919) Detailed rules for the implementation of offline issuance of initial public offerings in Shenzhen market (revised in 2020) (SZS [2020] No. 483), code for underwriting of initial public offerings under the registration system (zsxf [2021] No. 213), detailed rules for the management of offline investors in initial public offerings (zsxf [2018] No. 142) The sponsor (lead underwriter) has verified and confirmed the qualification of investors participating in offline subscription according to the relevant provisions of the rules for the administration of offline investors of initial public offering under the registration system (Zhong Zheng Xie Fa [2021] No. 212). According to the effective subscription results finally received by the offline issuance electronic platform of Shenzhen Stock Exchange, the sponsor (lead underwriter) makes the following statistics:
The offline subscription of this offering has been completed on March 18, 2022 (t day). After verification, it is confirmed that all the 6615 effective quotation placement objects managed by 269 offline investors disclosed in the issuance announcement have made offline subscription in accordance with the requirements of the issuance announcement, and the number of offline subscription is 91754 million shares. After verification, 22 placing objects managed by 3 offline investors participated in the offline subscription, but
On March 16, 2022, the announcement on the restricted list of offline investors in initial public offering issued by China Securities Association was listed in the restricted list and did not meet the placing qualification. This offering will not be placed. To sum up, the number of investors actually participating in the offline preliminary placement is 266, the number of placing objects is 6593, and the number of offline effective subscription is 91502800000 shares.
The specific list of those who participate in offline subscription but are not placed due to being included in the restricted list is as follows:
Preliminary inquiry
Name of sequential investor name of placing object actual number of proposed subscription (10000 shares)
1 Shanghai Shenyi investment stock Shenyi Weijing No. 9 private securities investment fund 11601160
Co., Ltd
2 Shanghai Shenyi investment stock Shenyi Gewu No. 5 private securities investment fund 11801180
Co., Ltd
3 Shanghai Shenyi investment stock Shenyi Gewu No. 18 private securities investment fund 12701270
Co., Ltd
4 Shanghai Shenyi investment stock shenyishun investment quantitative private securities investment fund 13101310
Co., Ltd
5 Shanghai Shenyi investment stock Shenyi Zhiyuan No. 1 private securities investment fund 13501350
Co., Ltd
6 Shanghai Shenyi investment stock shenyixing wenzhiyuan No. 1 private securities investment base 1400
Share Co., Ltd
7 Shanghai Shenyi investment stock Shenyi Gewu No. 12 private securities investment fund 14501450
Co., Ltd
8 Shanghai Shenyi investment stock shenyi’an profit fully enjoys the private securities investment base 15101510
Share Co., Ltd
9 Shanghai Shenyi investment stock Shenyi Gewu No. 19 securities private investment fund 1600
Co., Ltd