JieChuang Intelligent Technology 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 JieChuang Intelligent Technology Co., Ltd. (hereinafter referred to as "the issuer" or "the company") for the initial public offering of 25.62 million RMB common shares (A shares) (hereinafter referred to as "this offering") has been examined and approved by the GEM 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. 538).
The issuer and the sponsor (lead underwriter) Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as " Guotai Junan Securities Co.Ltd(601211) " and "sponsor (lead underwriter)") negotiated and determined that the number of shares to be issued this time was 25.62 million, and the issue price was 39.07 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, whichever is lower, is 390708 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 special asset management plan Guotai Junan Securities Co.Ltd(601211) Junxiang gem JieChuang intelligence No. 1 strategic placement collective asset management plan (hereinafter referred to as "JieChuang intelligence No. 1 asset management plan") for the senior management and core employees of the issuer is 1621960 shares, accounting for 6.33% of the issuance quantity.
The initial strategic placement quantity of this issuance is 3.843 million shares, accounting for 15.00% of this issuance quantity. The final number of strategic placement was 1621960 shares, accounting for 6.33% of the number of shares issued this time. The difference between the initial strategic placement shares and the final strategic placement shares is 2221040 shares, which will be transferred back to offline issuance.
Finally, this issuance is carried out in a combination of directional placement to strategic investors (hereinafter referred to as "strategic placement"), offline inquiry 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 market value in Shenzhen market (hereinafter referred to as "online issuance").
After the callback of strategic placement and before the launch of online and offline callback mechanism, the number of offline issuance was 17465040 shares, accounting for 72.78% of the number of this issuance after deducting the final number of strategic placement; The number of shares issued online was 6.533 million, accounting for 27.22% of the number issued this time after deducting the final strategic placement. According to the callback mechanism announced in the announcement on the initial public offering of shares by JieChuang Intelligent Technology Co., Ltd. and listing on the gem (hereinafter referred to as the "issuance announcement"), since the initial effective subscription multiple on the Internet is 895708587 times, higher than 100 times, the issuer and the sponsor (lead underwriter) decided to start the callback mechanism and callback 4.8 million shares from offline to online. After the call back, the final number of offline shares issued was 12665040, accounting for 52.78% of the number of shares issued after deducting the final strategic placement; The final number of shares issued online was 11.333 million, accounting for 47.22% of the number issued this time after deducting the final strategic placement. After the call back, the final winning rate of this online pricing issuance is 00193671400%, and the subscription multiple is 516338498 times.
Please pay attention to the payment link of this offering and fulfill the payment obligation in time on April 13, 2022 (T + 2). The details are as follows:
1. Offline investors shall, in accordance with this announcement, timely and fully pay the subscription funds for new shares according to the final issuance price and preliminary placement quantity before 16:00 on April 13 (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 the initial public offering of shares by JieChuang Intelligent Technology Co., Ltd. and online lottery for listing on the gem, so as to ensure that their capital account will have sufficient capital for the subscription of new shares on April 13 (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, the asset management plan of JieChuang intelligent No. 1 promises that the restricted sale period of the allocated shares is 12 months, and the restricted sale period starts from the date when the shares of this public offering are listed 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 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. 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
According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) negotiated and determined that the issuance price of this issuance is 39.07 yuan / share. The issuance price of this issuance 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 JieChuang intelligent No. 1 asset management plan is 1621960 shares, accounting for 6.33% of the number of shares issued this time. The difference between the initial strategic placement and the final strategic placement of 2221040 shares will be transferred back to offline issuance.
As of April 6, 2022 (T-3), strategic investors have paid their subscription funds in full and on time. If the initial payment amount exceeds the corresponding amount of the final allocated shares, the sponsor (lead underwriter) will return the excess amount according to the original payment path before April 15, 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
JieChuang intelligent No. 1 asset management plan 16219606336997720 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 April 11, 2022 (t day). After verification, it is confirmed that the 5332 effective quotation placement objects managed by 247 offline investors disclosed in the issuance announcement have all made offline subscription in accordance with the requirements of the issuance announcement, and the number of offline subscription is 3326350 million shares. (II) preliminary offline placement results
According to the offline placement principles and calculation methods published in the announcement on initial public offering and listing on gem of JieChuang Intelligent Technology Co., Ltd. (hereinafter referred to as the "announcement on preliminary inquiry and recommendation"), the issuer and the sponsor (lead underwriter) have made a preliminary placement of offline issued shares. The effective subscription and preliminary placement of various offline investors are shown in the table below:
The proportion of the number of effective subscription shares of the placement object class in the total effective initial placement shares in the number of subscription shares (shares) issued by the final investors (10000 shares) offline
Proportional example
Class a investors 152144045.74% 896885370.82% 00589582300%
Class B investors 100700.30% 550830.43% 00547100583%
Class C investors 179484053.96% 364110428.75% Fujian Septwolves Industry Co.Ltd(002029) 67100%
Total 3326350100.00% 12665040100.00% -
Note: if the total number is inconsistent with the mantissa of the sum of the sub item values, it is caused by rounding.
Among them, the remaining 2 shares were placed to the "Great Wall consumption value-added hybrid securities investment fund" managed by Great Wall Fund Management Co., Ltd. in accordance with the offline placement principle in the preliminary inquiry and promotion announcement.
The above placement arrangements and results comply with the placement principles published in the preliminary inquiry and promotion announcement. See "attached table: preliminary placement list of offline investors" for the allocation of each placement object. 3、 Contact information of sponsor (lead underwriter)
If the above placing objects have any questions about the offline preliminary placing results announced in this announcement, please contact the lead underwriter of this offering. The specific contact information is as follows:
Tel.: 0213803187702138031878
Contact: capital market department
Issuer: sponsor of JieChuang Intelligent Technology Co., Ltd. (lead underwriter): Guotai Junan Securities Co.Ltd(601211) April 13, 2022
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