Shanghai Guanlong valve energy saving equipment Co., Ltd
Announcement on initial public offering and listing on GEM
Sponsor (lead underwriter): Changjiang Securities Company Limited(000783) underwriting sponsor Co., Ltd
hot tip
Shanghai Guanlong valve energy saving equipment Co., Ltd. (hereinafter referred to as “Guanlong energy saving”, “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 “measures”) issued by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) Measures for the administration of the registration of initial public offerings on the gem (Trial) (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”), Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) promulgated the detailed rules for the implementation of the issuance and underwriting business of initial public offering of securities on the gem of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919) (hereinafter referred to as “detailed rules for the implementation”) Detailed rules for the implementation of online issuance of initial public offerings in Shenzhen market (SZS [2018] No. 279) (hereinafter referred to as “detailed rules for the implementation of online issuance”), detailed rules for the implementation of offline issuance of initial public offerings in Shenzhen market (revised in 2020) (SZS [2020] No. 483) (hereinafter referred to as “detailed rules for the implementation of offline issuance”), 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) issued by the China Securities Association Relevant provisions such as the rules for the administration of offline investors in initial public offering under the registration system (Zhong Zheng Xie Fa [2021] No. 212) (hereinafter referred to as the “rules for the administration of offline investors under the registration system”), as well as the relevant provisions of the Shenzhen Stock Exchange on stock issuance and listing rules and the latest operation guidelines, organize the implementation of initial public offering and listing on the gem.
Changjiang Securities Company Limited(000783) underwriting sponsor Co., Ltd. (hereinafter referred to as “Changjiang sponsor” or “sponsor (lead underwriter)”) serves as the sponsor (lead underwriter) of this offering.
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”).
The initial inquiry and offline subscription of the issued shares are conducted through the offline issuance electronic platform of Shenzhen Stock Exchange and the registration and settlement platform of Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. (hereinafter referred to as “Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.). Investors are invited to carefully read this report 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 initial public offerings on GEM (CSRC announcement [2021] No. 21) issued by China Securities Regulatory Commission on September 18, 2021, and the implementation rules for the issuance and underwriting of initial public offerings on gem of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919) issued by Shenzhen Stock Exchange The code for underwriting initial public offerings under the registration system (zxsf [2021] No. 213) and the management rules for offline investors of initial public offerings under the registration system (zxsf [2021] No. 212) issued by the China Securities Association invite 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 pay attention to the pricing, issuing process, online and offline subscription and payment and the setting of the restricted period of this offering. The specific contents are as follows:
1. After the initial inquiry and the initial public quotation of the sponsor (hereinafter referred to as “the initial inquiry of the company”) do not meet the requirements of the Listing Rules of Shanghai energy conservation Co., Ltd., the initial quotation of the sponsor (hereinafter referred to as “the initial inquiry of the underwriter”) shall be eliminated after the initial inquiry and the initial quotation of the underwriter (hereinafter referred to as “the initial quotation of the company”) are eliminated, By consensus, all placing objects whose proposed purchase price is higher than 36.73 yuan / share (excluding 36.73 yuan / share) will be eliminated; The proposed subscription price is 36.73 yuan / share, and all placing objects whose subscription quantity is less than 4.4 million shares (excluding 4.4 million shares) are eliminated; The proposed subscription price is 36.73 yuan / share, the number of subscription is equal to 4.4 million shares, and the subscription time is the same as the placing object at 14:54:38:359 on March 22, 2022. One placing object is excluded 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 136 placing objects were excluded in the above process, and the total number of shares to be purchased was 957 million, accounting for 1.0027% of the total number of 954413 million 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 rejection” in the attached table “preliminary inquiry and quotation”.
2. According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) comprehensively consider the fundamentals of the issuer, the number of shares in this public offering, the industry of the issuer, the valuation level of comparable listed companies, market conditions, the demand for raised funds and underwriting risks, and negotiate to determine that the price of this issuance is 30.82 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 28, 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 28, 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 determined through negotiation between the issuer and the recommendation institution (lead underwriter) is 30.82 yuan / share, which does not exceed the median and weighted average of offline investors’ quotation after excluding the highest quotation, as well as the Securities Investment Fund (hereinafter referred to as “public fund”) and the National Social Security Fund (hereinafter referred to as “social security fund”) established through public offering after excluding the highest quotation The lower of the median quotation and the weighted average (hereinafter referred to as “four values”) of the basic endowment insurance fund (hereinafter referred to as “pension”), the enterprise annuity fund established in accordance with the measures for the administration of enterprise annuity fund (hereinafter referred to as “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. The alternative investment subsidiary established by the parent company of the sponsor (lead underwriter) does not need to participate in the strategic placement of this offering.
This offering does not arrange the strategic placement to the senior management and core employees of the issuer, asset management plans and other external investors.
The initial strategic placement amount of this issuance is 2.1 million shares, accounting for 5.00% of this issuance. Finally, this issuance will not be targeted to strategic investors. The difference between the initial strategic placement and the final strategic placement of 2.1 million shares will be transferred back to offline issuance.
This issuance is finally carried out through the combination of offline inquiry and placement to qualified 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.
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. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
6. After the completion of online and offline subscription, the issuer and the sponsor (lead underwriter) will determine whether to start the callback mechanism on March 28, 2022 (t day) according to the online subscription, so as to adjust the scale of offline and online 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 Shanghai Guanlong valve energy saving equipment 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), pay the subscription funds for new shares in full and on time before 16:00 on March 30 (T + 2) 2022 according to the finally determined issuance price and preliminary placement 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 online investors win the lot in the subscription of new shares, they shall fulfill the obligation of capital settlement in accordance with the announcement on the results of online lottery of Shanghai Guanlong valve energy saving equipment Co., Ltd. in the initial public offering of shares 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 funds for the subscription of new shares on March 30 (T + 2) 2022, and the insufficient part shall be deemed to have given up the subscription, 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 abandoned by offline and online investors shall be underwritten by the sponsor (lead underwriter).
8. 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.
9. All the effective quotation placing objects announced in this announcement must participate in offline subscription. If the effective quotation offline investors do not participate in offline subscription or the offline investors who obtain the preliminary placement fail to pay the subscription funds in full and on time according to the finally determined issuance price and allocated quantity, it will be deemed as a breach of contract and shall bear the liability for breach of contract. The sponsor (lead underwriter) shall report the breach of contract 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 relevant placing objects shall not participate in the offline inquiry and subscription 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 recommendation institution (lead underwriter) solemnly remind investors to pay attention to investment risks and invest rationally, Please carefully read this announcement and the special announcement on the investment risk of Shanghai Guanlong valve energy saving equipment Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the “special announcement on investment risk”) published in China Securities Journal, Shanghai Securities Journal, securities times and Securities Daily on March 25, 2022 (t-1), fully understand the market risk and prudently participate in this IPO.
Valuation and investment risk tips
1. The issue price is 30.82 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 China Securities Regulatory Commission, the industry of Guanlong energy conservation is “general equipment manufacturing industry (C34)”. As of March 22, 2022 (T-4), the average static P / E ratio of “general equipment manufacturing industry (C34)” released by China Securities Index Co., Ltd. in the latest month was 33.64 times.
The issuance price of 30.82 yuan / share corresponds to the issuer’s diluted P / E ratio of net profit attributable to the parent before and after deducting non recurring profits and losses in 2020, which is 46.52 times, which is higher than the industry’s average static P / E ratio in the latest month released by China Securities Index Co., Ltd. on March 22 (T-4), 2022, with an excess range of 38.29%.
(2) As of March 22, 2022 (T-4), the P / E ratio of listed companies whose main business is similar to that of the issuer is as follows:
T-4 closing price 2020 deduction 2020 deduction 20202020 securities code securities abbreviation (March 2022, non front EPS, non rear EPS, non front deduction, non rear deduction, 22 days after deduction, yuan / (yuan / share) (yuan / share) P / E ratio (P / E ratio) (Times) (times)
Neway Valve (Suzhou) Co.Ltd(603699) .SH Neway Valve (Suzhou) Co.Ltd(603699) 8.95 0.7035 0.6603 12.72 13.55
Jiangsu Shentong Valve Co.Ltd(002438) .SZ Jiangsu Shentong Valve Co.Ltd(002438) 16.34 0.4257 0.3786 38.38 43.16
Sufa Technology Industry Co.Ltd.Cnnc(000777) .SZ Sufa Technology Industry Co.Ltd.Cnnc(000777) 12.38 0.2706 0.2236 45.75 55.37
Qingdao Weflo Valve Co.Ltd(002871) .SZ Qingdao Weflo Valve Co.Ltd(002871)
