Special Electric Co., Ltd
Prompt announcement of initial public offering and listing on GEM
Sponsor (lead underwriter):
New Hua Du Supercenter Co.Ltd(002264) Special Electric Co., Ltd. (hereinafter referred to as “the issuer”, “Xinte electric” or “the company”) has applied for initial public offering and listing on the gem, which has been examined and approved by the GEM Listing Committee of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”), and has been approved to register by the China Securities Regulatory Commission (hereinafter referred to as “CSRC”) (zjxk [2022] No. 378). The prospectus of New Hua Du Supercenter Co.Ltd(002264) Special Electric Co., Ltd. for initial public offering and listing on GEM and its attachments are disclosed on five websites (www.cn.info.com.cn; www.cs.com.cn; www.cn.stock.com; www.stcn.com; www.zqrb.cn), It shall be kept at the address of the issuer, Shenzhen Stock Exchange and Minsheng Securities Co., Ltd., the sponsor (lead underwriter) of the offering, for public inspection.
Investors are kindly requested to pay attention to the issuance process, online and offline subscription and payment, disposal of share abandonment, etc., and carefully read the announcement on initial public offering and listing on gem of New Hua Du Supercenter Co.Ltd(002264) Special Electric Co., Ltd. (hereinafter referred to as “preliminary inquiry and promotion announcement”) published today. The details are as follows:
1. The offline issuance and online issuance are conducted simultaneously. The offline subscription time is 9:30-15:00 on April 7, 2022 (t day), and the online subscription time is 9:15-11:30 and 13:00-15:00 on April 7, 2022 (t day). Offline and online investors do not need to pay subscription funds when applying for subscription.
2. All offline investors who intend to participate in this preliminary inquiry and meet the conditions of relevant investors, please log in to the offline investor management system of Minsheng securities（ https://emp.mszq.com. ）, click the link to enter the system, and download the operation instructions of the operation guidelines for GEM investors according to the “operation guidelines download” in the upper right corner of the web page (if you can’t download it, please update or replace the Chrome browser), register through the offline investor management system of Minsheng securities before 12:00 noon on March 29, 2022 (T-5), and submit relevant verification materials.
3. The issuance is carried out through the combination of directional placement to strategic investors, offline inquiry placement to qualified offline investors, and online pricing issuance to social public investors holding non restricted A-share shares and the market value of non restricted depositary receipts in Shenzhen market.
The strategic placement of this offering is jointly invested by the special asset management plan of the issuer’s senior managers and core employees and the relevant subsidiaries of the sponsor (for example, the offering price exceeds the median and weighted average of the offline investor’s quotation after excluding the highest quotation and the securities investment fund established through public offering after excluding the highest quotation (hereinafter referred to as “public offering fund”) National Social Security Fund (hereinafter referred to as “social security fund”), basic endowment insurance fund (hereinafter referred to as “pension”), enterprise annuity fund established in accordance with the measures for the administration of enterprise annuity fund (hereinafter referred to as “enterprise annuity fund”) and insurance funds (hereinafter referred to as “insurance funds”) in accordance with the measures for the administration of the use of insurance funds, whichever is lower, Relevant subsidiaries of the sponsor will participate in the composition of the strategic placement) of this offering in accordance with relevant regulations. See “II. Relevant arrangements of strategic placement” in the preliminary inquiry and promotion announcement for details of the strategic placement.
4. The issuer and the recommendation institution (lead underwriter) will directly determine the issuance price through the offline preliminary inquiry, and the offline cumulative bidding inquiry will not be conducted.
5. Offline issuance objects: the offline issuance objects are securities companies, fund management companies, trust companies, finance companies, insurance companies, qualified foreign institutional investors and qualified private fund managers and other professional institutional investors registered with the China Securities Association.
6. Preliminary inquiry: the preliminary inquiry time of this issuance is 9:30-15:00 on March 30, 2022 (T-4). Within the above-mentioned time, qualified offline investors can fill in and submit the purchase price and the proposed purchase quantity through the offline issuance electronic platform of Shenzhen Stock Exchange.
Investors participating in the offline inquiry of gem can fill in different quotations for multiple placing objects under their management. Each offline investor can fill in up to 3 quotations, and the highest quotation shall not be higher than 120% of the lowest quotation. The quotation of offline investors and their managed placing objects shall include the price per share and the number of shares to be purchased corresponding to the price. There can only be one quotation for the same placing object. Once the relevant declaration is submitted, it shall not be revoked in its entirety. If the quotation needs to be adjusted due to special reasons, the quotation decision-making procedure shall be performed again, and the logical calculation basis of the reason for price change and the range of price change shall be filled in on the offline issuance electronic platform of Shenzhen Stock Exchange, as well as whether the previous quotation has insufficient pricing basis and incomplete quotation decision-making procedure, and the relevant materials shall be archived for future reference.
The minimum change unit of the declared price of offline investors is 0.01 yuan. In the preliminary inquiry stage, the minimum number of offline placement objects to be purchased is set as 1 million shares, and the minimum change unit of the number of offline placement objects to be purchased is set as 100000 shares, that is, the part where the number of offline investors’ designated placement objects to be purchased exceeds 1 million shares must be an integral multiple of 100000 shares, and the number of each placement object to be purchased shall not exceed 15 million shares. The maximum number of shares subscribed by each placing object in this offline issuance is 15 million shares, accounting for about 40.71% of the initial offline issuance.
Offline investors and their managed placing objects shall strictly comply with the regulatory requirements of the industry, strengthen risk control and compliance management, and carefully and reasonably determine the purchase price and quantity. When participating in the preliminary inquiry, please pay special attention to whether the subscription amount corresponding to the declared price and the subscription quantity exceeds the asset scale or capital scale of March 23, 2022 (T-9) provided to the sponsor (lead underwriter) and reported on the offline issuance electronic platform of Shenzhen Stock Exchange. If the recommendation institution (lead underwriter) finds that the placing object does not comply with the industrial regulatory requirements and applies for purchase beyond the corresponding asset scale or capital scale in the asset certification materials submitted to the recommendation institution (lead underwriter), the subscription of the placing object is invalid.
Investors participating in the inquiry under Xinte electric network shall pass the asset certification materials through the offline investor management system of Minsheng securities before 12:00 on March 29 (T-5) 2022（ https://emp.mszq.com. ）Submit to the sponsor (lead underwriter). If the investor refuses to cooperate in the verification, fails to submit relevant materials completely, or the materials submitted are not enough to exclude its participation in the offline issuance prohibited by laws, regulations and normative documents, the issuer and the recommendation institution (lead underwriter) will refuse its participation in the offline issuance, treat its quotation as an invalid quotation, or refuse the placement, It is also disclosed in the announcement on the initial public offering of New Hua Du Supercenter Co.Ltd(002264) Special Electric Co., Ltd. and its listing on the gem (hereinafter referred to as the “issuance announcement”).
If offline investors participate in the offline issuance of new shares in violation of regulations, they shall bear all the responsibilities arising therefrom.
Special tip 1: in order to promote the prudent quotation of offline investors, the Shenzhen Stock Exchange has added the pricing basis verification function on the offline issuance electronic platform. Offline investors are required to operate according to the following requirements: offline investors need to display “Xinte Electric’s preliminary inquiry has been started (to be started)” on the offline issuance electronic platform page of Shenzhen Stock Exchange and before 9:30 a.m. of the day of preliminary inquiry through the offline issuance electronic platform（ https://eipo.szse.cn. ）Submit the pricing basis and fill in the suggested price or price range. Offline investors who fail to submit the pricing basis and suggested price or price range before the inquiry shall not participate in the inquiry.
Offline investors shall quote according to the recommended price or price range given in the internal research report. In principle, they shall not exceed the recommended price range in the research report.
Special tip 2: offline investors and their managed placing objects shall strictly comply with the industrial regulatory requirements, truthfully submit the proof materials of asset scale or capital scale to the sponsor (lead underwriter), and ensure that the summary table of asset scale of placing objects filled in by them is consistent with the corresponding asset proof amount in the above-mentioned proof materials, And the subscription amount of the placing object shall not exceed the corresponding asset scale or capital scale in the above supporting materials and the “list of asset scale of the placing object”. If the placing objects are public funds, special fund accounts, asset management plans, private funds and other products, the total assets of the products on the fifth working day before the preliminary inquiry date, that is, March 23, 2022 (T-9); If the placing object is a self operated investment account, the capital scale description of the self operated account issued by the company on the fifth working day before the preliminary inquiry date, i.e. March 23, 2022 (T-9), shall prevail. The above certification materials shall be stamped with the official seal of the company or the official seal of external certification authority.
Once an offline investor makes a quotation, it shall be deemed as a commitment that the asset scale certification materials uploaded by it in the offline investor management system of Minsheng securities and the corresponding asset scale or capital scale in the summary of asset scale of placement object filled in are consistent with the data submitted on the offline issuance electronic platform of Shenzhen Stock Exchange; In case of inconsistency, the consequences shall be borne by offline investors.
In order to promote the prudent quotation of offline investors and facilitate the verification of the asset scale of offline investors on GEM, offline investors are required to operate according to the following requirements: before preliminary inquiry, investors must issue electronic platforms offline of Shenzhen Stock Exchange（ https://eipo.szse.cn. ）Truthfully fill in the asset scale or capital scale as of March 23, 2022 (T-9). The asset scale or capital scale filled in by the investor shall be consistent with the amount in the asset scale or capital scale certification materials submitted to the sponsor (lead underwriter).
Investors shall strictly comply with the regulatory requirements of the industry and reasonably determine the purchase scale. The purchase amount shall not exceed the corresponding asset scale or capital scale in the asset certificate submitted to the sponsor (lead underwriter).
7. Provisions on offline exclusion ratio: after the preliminary inquiry, the issuer and the recommendation institution (lead underwriter) will check the quotation qualification of offline investors, eliminate the investor quotations that do not meet the requirements of “III. qualification standards and verification of offline investors” in the preliminary inquiry and promotion announcement, and rank the quotations of qualified placing objects in the order of the proposed purchase price from high to low; If the proposed purchase price is the same, the proposed purchase quantity of the placing object corresponding to the proposed purchase price shall be sorted in the order of the least to the most; If the quantity to be purchased is also the same, it shall be sorted from the last to the first; If the subscription time is the same, the order of placing objects automatically generated by the offline issuance platform of Shenzhen Stock Exchange shall be sorted from back to front, excluding the quotation of the placing objects with the highest quotation. The total amount of proposed subscription excluding the quotation is 1% of the total amount of proposed subscription excluding the invalid quotation. When the lowest price in the highest declared price to be excluded is the same as the determined issue price, the declaration of this price will not be excluded. The placing objects excluded shall not participate in offline subscription.
After excluding the highest part of the quotation, the issuer and the recommendation institution (lead underwriter) consider the remaining quotation and the number of proposed subscriptions, effective subscription multiples, the issuer’s industry, market conditions, the valuation level of Listed Companies in the same industry, the demand for raised funds and underwriting risks, and focus on public offering products, social security funds, pensions, enterprise annuity funds The lower of the median quotation and weighted average of the placement objects such as insurance funds, carefully and reasonably determine the issuance price, final issuance quantity, effective quotation investors and effective proposed subscription quantity. The number of effective offline investors determined by the issuer and the recommendation institution (lead underwriter) in accordance with the above principles shall not be less than 10.
Effective quotation refers to the quotation declared by offline investors that is not lower than the issuance price determined by the issuer and the recommendation institution (lead underwriter), which is not excluded as the highest quotation, and meets other conditions determined and announced in advance by the issuer and the recommendation institution (lead underwriter). Offline investors who submit valid quotations during the preliminary inquiry can and must participate in offline subscription. The sponsor (lead underwriter) has hired Beijing Weiming law firm to witness the whole process of this issuance and underwriting in real time, and will express clear opinions on the compliance and effectiveness of offline investor qualification, inquiry, pricing, placement, fund allocation, information disclosure and other relevant situations.
8. Remind investors to pay attention to investment risks: after the preliminary inquiry, if the issuance price determined by the issuer and the recommendation institution (lead underwriter) exceeds the median and weighted average of offline investors’ quotation after excluding the highest quotation disclosed in the issuance announcement, and the lower of the median and weighted average of public funds, social security funds, pensions, enterprise annuity funds and insurance funds after excluding the highest quotation, Or the price earnings ratio corresponding to the pricing of this offering is higher than the average price earnings ratio of the secondary market of comparable listed companies in the same industry (the static average price earnings ratio of the same industry in the latest month published by China Securities Index Co., Ltd.), The issuer and the recommendation institution (lead underwriter) will issue the special announcement on the investment risk of New Hua Du Supercenter Co.Ltd(002264) Special Electric Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the “special announcement on investment risk”) before online subscription.
9. 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.
For offline issuance, for all offline investors who participate in the initial inquiry of this issuance and finally obtain offline placement, the number of shares allocated to the placement object under their management shall be subject to restriction in proportion, and the restriction ratio shall be 10%. If less than 1 share, it shall be rounded up. The sales restriction period is 6 months from the date of the issuer’s 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.
The restricted period of the shares allocated to the senior managers and core employees of the issuer participating in the special asset management plan established by the strategic placement is 12 months, which shall be calculated from the date of listing of the shares publicly issued on the Shenzhen Stock Exchange.
Minsheng Securities Investment Co., Ltd. is restricted to the sale of shares allocated for this follow-up investment
