Jiahuan Technology Co., Ltd
IPO arrangement and preliminary inquiry announcement
Sponsor (lead underwriter): China International Capital Corporation Limited(601995)
hot tip
Jiahuan Technology Co., Ltd. (hereinafter referred to as "Jiahuan technology", "issuer" or "company") according to the opinions on further promoting the reform of new share issuance system (hereinafter referred to as "opinions") of China Securities Regulatory Commission (hereinafter referred to as "CSRC") Regulations such as the measures for the administration of securities issuance and underwriting (CSRC order [No. 144], hereinafter referred to as the "administrative measures") and the measures for the administration of initial public offering and listing (CSRC order [No. 173], hereinafter referred to as the "administrative measures for listing"), China Securities Association (hereinafter referred to as the "association"). The code for underwriting business of initial public offering of shares (Zhong Zheng Xie Fa [2018] No. 142, hereinafter referred to as the "business code") According to the detailed rules for the placement of initial public offering shares (zxsf [2018] No. 142, hereinafter referred to as the "placement rules") and the detailed rules for the administration of offline investors in initial public offering shares (zxsf [2018] No. 142, hereinafter referred to as the "investor management rules"), etc, And the relevant provisions of Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange"), the detailed rules for the implementation of online issuance of initial public offerings in Shanghai market (SZF [2018] No. 40, hereinafter referred to as "the detailed rules for the implementation of online issuance"), the detailed rules for the implementation of online issuance of initial public offerings in Shanghai market (SZF [2018] No. 41, hereinafter referred to as "the detailed rules for the implementation of offline issuance"), etc.
The initial inquiry and offline subscription of this offering are conducted through the offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as the "subscription platform"). Offline investors are requested to carefully read this announcement. For details of preliminary inquiry and offline subscription, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The detailed rules for the implementation of offline issuance and other relevant provisions.
Investors are kindly requested to pay attention to the issuance process, online and offline subscription and payment, disposal of share repurchases and other aspects of this issuance. The specific contents are as follows:
1. The offline issuance and Subscription Date and online subscription date are the same as April 20, 2022 (t day), in which the offline subscription time is 9:30-15:00, and the online subscription time is 9:30-11:30 and 13:00-15:00. Investors do not need to pay subscription funds when making online and offline subscription on April 20, 2022 (t day).
2. After the preliminary inquiry, the recommendation institution (lead underwriter) China International Capital Corporation Limited(601995) (hereinafter referred to as "recommendation institution (lead underwriter)" or " China International Capital Corporation Limited(601995) ") will quote all qualified placing objects from high to low according to the declared price, and from small to large according to the proposed purchase quantity of placing objects at the same declared price For the same declared price and the same proposed purchase quantity, the order shall be from the last to the first according to the declaration time (the declaration time and declaration number displayed on the subscription platform of the Shanghai Stock Exchange). The quantity of the highest quotation in the total amount of proposed purchase shall be excluded, and the total amount of proposed purchase excluded shall not be less than 10% of the total amount of proposed purchase by offline investors. When the maximum declared price is the same as the determined issuance price, the Declaration on the price will not be excluded, and the exclusion proportion will be less than 10%. The excluded part shall not participate in offline subscription.
3. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares.
4. The placing object shall comply with the regulatory requirements of the industry, and the subscription amount shall not exceed the corresponding asset scale or capital scale.
5. Offline investors shall, in accordance with the announcement on offline preliminary placement results and online winning results of initial public offering of shares by Jiahuan Technology Co., Ltd. (hereinafter referred to as "announcement on offline preliminary placement results and online winning results"), pay the subscription funds for new shares in full and on time according to the finally determined issuance price and allocated quantity before 16:00 on April 22 (T + 2) 2022. Offline investors are allocated multiple new shares every day. Please pay for each new share separately. In the case of multiple new shares allocated on the same day, if only one total amount is remitted, the consolidated payment will lead to the failure of accounting, and the resulting consequences shall be borne by the investors themselves.
After online investors win the subscription of new shares, they shall fulfill the obligation of capital delivery in accordance with the announcement of offline preliminary placement results and online winning results, so as to ensure that their capital account will have sufficient new share subscription funds on April 22 (T + 2) 2022. 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).
6. 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 sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements. See "X. suspension of issuance" for specific suspension terms.
7. If the offline investors with valid quotation fail to participate in the subscription or obtain the preliminary placement, and the offline investors 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 recommendation institution (lead underwriter) shall report the breach of contract to the China Securities Association for the record. 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.
8. Investors need to fully understand the relevant laws and regulations on the issuance of new shares, carefully read the contents of this announcement, know the pricing principles and placement principles of this issuance, ensure that they are not prohibited from participating in offline inquiry before submitting the quotation, and ensure that their subscription quantity and future shareholding comply with the relevant laws and regulations and the provisions of the competent authorities. Once the investor submits the quotation, the sponsor (lead underwriter) shall be deemed as the investor's commitment: the investor's participation in this quotation complies with the provisions of laws and regulations and this announcement, and all violations and corresponding consequences arising therefrom shall be borne by the investor.
9. In 2021, the company achieved an operating revenue of 3554749200 yuan, a year-on-year increase of 21.50%; The net profit attributable to the shareholders of the parent company was 2103972 million yuan, a year-on-year increase of 28.62%; After deducting non recurring profits and losses, the net profit attributable to the shareholders of the parent company was 1928582 million yuan, a year-on-year increase of 28.29%.
According to the preliminary calculation of the company, the expected operating revenue from January to March 2022 is 680 million yuan to 710 million yuan, with a year-on-year increase of 20% to 25%; From January to March 2022, the net profit attributable to shareholders of the parent company is expected to be 18 million yuan to 23 million yuan after deducting non recurring profits and losses, with a year-on-year increase of 30% to 60%.
The above estimated financial data from January to March 2022 are only the reasonable estimation of the company's management on the operating performance according to the actual operating conditions, which has not been audited or reviewed by the reporting accountant and does not constitute a profit forecast or performance commitment. Investors are hereby reminded to pay attention to the risk of performance fluctuation of the issuer, quote prudently and participate in decision-making rationally.
Important tips
1. The application of Jiahuan Technology Co., Ltd. for the initial public offering of 76300000 RMB common shares (A shares) (hereinafter referred to as "this offering") has been approved by the CSRC's CSRC permit (2022) No. 596. The sponsor (lead underwriter) of this offering is China International Capital Corporation Limited(601995) . The issuer's stock is referred to as "Jiahuan technology" for short, and the stock code is 603206, which is also used for the preliminary inquiry and offline subscription of this issuance. The online subscription code of this issuance is 732206.
According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the industry of the issuer is "software and information technology service industry (I65)". China Securities Index Co., Ltd. has released the industry average p / E ratio. Please refer to it when making decisions.
2. This offering is conducted through 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-Shares and non restricted depositary receipts in Shanghai market (hereinafter referred to as "online issuance"). 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. The preliminary inquiry and offline issuance shall be organized by the sponsor (lead underwriter) China International Capital Corporation Limited(601995) and implemented through the subscription platform of Shanghai Stock Exchange; Online issuance is implemented through the trading system of Shanghai Stock Exchange.
The website of the subscription platform of Shanghai Stock Exchange is: https://ipo.uap.sse.com.cn./ipo 。 The time of quotation and inquiry through the subscription platform is 9:30 to 15:00 of each trading day during the preliminary inquiry and offline subscription. Please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN) for relevant operation measures of the subscription platform - Services - relevant provisions in the column of IPO business, such as the detailed rules for the implementation of offline IPO in Shanghai market, the user manual of offline IPO system (subscription trader volume), etc.
3. The number of new shares to be issued publicly is about 3000000, accounting for about 25% of the total share capital of the company. After this issuance, the total share capital of the company is 305199988 shares. The initial number of offline shares is 45780000, accounting for about 60.00% of the total issued this time; The initial number of shares issued online is 30520000, accounting for about 40.00% of the total issued this time. The final offline and online distribution quantity will be determined according to the online and offline callback.
4. This issue does not arrange offline live roadshow promotion. The issuer and the recommendation institution (lead underwriter) will organize and arrange the online roadshow of this offering on April 19, 2022 (t-1). For specific information about the online roadshow, please refer to the online roadshow announcement on initial public offering of Jiahuan Technology Co., Ltd. published on April 18, 2022 (T-2).
5. The recommendation institution (lead underwriter) has formulated the qualification conditions for offline investors in accordance with the administrative measures, business specifications and other relevant requirements. See "II. Qualification conditions and verification procedures of offline investors" in this announcement for specific arrangements. Only investors who meet the qualification requirements for offline investors determined by the sponsor (lead underwriter) and the issuer can participate in the preliminary inquiry of this offering. Those who fail to meet the relevant standards and participate in this preliminary inquiry must bear all the consequences caused by this behavior. The sponsor (lead underwriter) will set it invalid on the subscription platform of Shanghai Stock Exchange, and disclose the relevant information in the announcement on the issuance of initial public offering of Jiahuan Technology Co., Ltd. (hereinafter referred to as the "issuance announcement").
Investors are reminded that the recommendation institution (lead underwriter) will check whether there are prohibitions for offline investors before preliminary inquiry and placement, and require offline investors to provide qualified commitment letters and supporting materials. If the offline investors refuse to cooperate with the verification or the materials provided by them are not enough to exclude the existence of prohibitive circumstances, or do not meet the placement qualification after verification, the recommendation institution (lead underwriter) will refuse them to participate in the preliminary inquiry and placement.
6. The initial inquiry date of this offering is April 15, 2022 (T-3), and the time of quotation and inquiry through the subscription platform is 9:30-15:00 of the above trading day. Offline investors shall fill in and submit the declared price and quantity through the subscription platform within the above time.
7. Investors or the placing objects under their management can only choose one of offline issuance or online issuance for subscription. Investors who participate in offline inquiry or the placing objects under their management, whether or not they are valid quotations, can no longer participate in online subscription.
8. After the preliminary inquiry, the issuer and the recommendation institution (lead underwriter) shall determine the issuance price and the list of investors who can participate in offline subscription according to the relevant arrangements of "IV. determination of pricing and effective quotation investors" in this announcement. The issuer and the recommendation institution (lead underwriter) will disclose in detail the quotation of offline investors, the verification of related parties, as well as the issuance price, issuance quantity, list of effective quotation investors and other information in the issuance announcement.
9. The time of offline subscription is 9:30-15:00 on April 20, 2022 (t day). All valid offer placement objects announced in the issuance announcement must participate in offline subscription. When participating in offline subscription, investors do not need to pay subscription funds. The subscription price is the determined issuance price, and the subscription quantity must be the effective proposed subscription quantity in the preliminary inquiry. The time of online subscription is 9:30-11:30 and 13:00-15:00 on April 20, 2022 (t day). Investors do not need to pay subscription funds when making online and offline subscription on April 20, 2022 (t day).
10. After the offline and online subscription of this offering, the issuer and the sponsor (lead underwriter) will determine whether to start the callback mechanism and adjust the number of offline and online offerings according to the subscription. See "VI. callback mechanism" of this announcement for specific arrangements of callback mechanism.
11. See "VII. Principles and methods of offline placement" in this announcement for the placement principles of this issuance.
12. Before 16:00 on April 22, 2022 (T + 2), offline investors shall pay the subscription capital of new shares in full for the allocated objects according to the allocated quantity multiplied by the determined issuance price in the announcement of offline preliminary placement results and online winning results.
13. Investors need to fully understand the relevant laws and regulations on the reform of the new share issuance system. Please carefully read the contents of this inquiry announcement, know the pricing principle and placement principle of this issuance, ensure that they are not prohibited from participating in offline inquiry before submitting the quotation, and ensure that their subscription quantity and future shareholding comply with the relevant laws and regulations and the provisions of the competent department. Once the investor submits the quotation, the sponsor (lead underwriter) shall be deemed as the investor's commitment: the investor's participation in this quotation complies with the provisions of laws and regulations and inquiry announcement, and all violations and corresponding consequences arising therefrom shall be borne by the investor.
14. Offline investors in this offering need to
