Guoneng Rixin Technology 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
Guoneng Rixin Technology Co., Ltd. (hereinafter referred to as "Guoneng Rixin", "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 China Securities Association promulgated the relevant provisions such as the code for underwriting initial public offerings under the registration system (Zhong Zheng Xie Fa [2021] No. 213), the management rules for offline investors of initial public offerings under the registration system (Zhong Zheng Xie Fa [2021] No. 212), as well as the relevant provisions such as the Shenzhen Stock Exchange's relevant stock issuance and listing rules and the latest operation guidelines, and organized the implementation of initial public offerings 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 offline 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 market value in Shenzhen market (hereinafter referred to as "online issuance").
This preliminary inquiry and offline issuance are conducted through the offline issuance electronic platform of Shenzhen Stock Exchange (hereinafter referred to as "offline issuance electronic platform") and the registration and settlement platform of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as "China Clearing Shenzhen Branch"). Offline investors are invited to carefully read this announcement. For details of preliminary inquiry and offline issuance, please refer to the website of Shenzhen Stock Exchange (www.szse. CN.) The detailed rules for the implementation of offline issuance and other relevant provisions.
The online issuance is carried out through the trading system of Shenzhen Stock Exchange by means of subscription and pricing according to the 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.
Please pay attention to the following aspects of the online subscription and payment process for investors:
1. After the preliminary inquiry, the issuer and the recommendation institution (lead underwriter) shall, in accordance with the exclusion rules stipulated in the announcement on preliminary inquiry and promotion of initial public offering of shares by Guoneng Rixin Technology Co., Ltd. and listing on the gem (hereinafter referred to as the "announcement on preliminary inquiry and promotion"), after excluding the preliminary inquiry results that do not meet the quotation requirements of investors, Eliminate all placing objects whose proposed subscription price is higher than 62.99 yuan / share (excluding 62.99 yuan / share); The proposed subscription price is 62.99 yuan / share, and the placing objects whose subscription quantity is less than or equal to 5.3 million shares are eliminated. A total of 101 placing objects were excluded in the above process, and the total number of shares to be purchased was 374.9 million, accounting for 1.0029% of the total number of 373802 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 industry in which the issuer is located, market conditions, the valuation level of Listed Companies in the same industry, effective subscription multiples, demand for raised funds, underwriting risks and other factors, and negotiate to determine that the price of this issuance is 45.13 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 April 15, 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 April 15, 2022 (t day). Among them, 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 45.13 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 and weighted average of the quoted prices 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, Therefore, 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 allotment of this issuance was 886500 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 was 886500 shares, which were transferred back to offline issuance.
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. 90% of the shares of the stock allotted to the stock exchange can be circulated indefinitely from the date of issuance of the shares on the 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 decide whether to start the callback mechanism on April 15, 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. Offline investors shall, in accordance with the announcement on initial public offering of shares by Guoneng Rixin Technology Co., Ltd. and initial placement results of offline issuance listed on the gem (hereinafter referred to as the announcement on initial placement results of offline issuance), pay the subscription funds for new shares in full and on time before 16:00 on April 19 (T + 2) 2022 according to the finally determined issuance price and initial 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 winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement on the results of online lottery for initial public offering of shares by Guoneng Rixin Technology Co., Ltd. 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 subscription funds for new shares on April 19 (T + 2) 2022, and the insufficient part shall be deemed to have abandoned 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. 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 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 placing object shall not participate in the offline inquiry and placement 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. The number of times of giving up subscription shall be calculated according to the number of times of investors actually giving up subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds.
10. The issuer and the sponsor (lead underwriter) solemnly remind investors to pay attention to investment risks and invest rationally. Please carefully read the special announcement on investment risks of initial public offering and listing on gem of Guoneng Rixin Technology Co., Ltd. published in China Securities Journal, Shanghai Securities Journal, securities times and Securities Daily on April 14, 2022 (t-1), and fully understand the market risks, Prudently participate in this IPO.
Valuation and investment risk tips
1. The issue price is 45.13 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 the CSRC, the industry of Guoneng Rixin is "software and information technology service industry (I65)". As of April 11, 2022 (T-4), the average static P / E ratio of "software and information technology service industry (I65)" released by China Securities Index Co., Ltd. in the latest month is 49.69 times. Please refer to it when making decisions.
As of April 11, 2022 (T-4), the valuation levels of comparable listed companies are as follows:
T-4 closing price 2020 deduction 2020 deduction 20202020 securities code securities abbreviation (April 2022, non front EPS, non rear EPS, non front deduction, non back deduction, non 11 days, yuan / (yuan / share) (yuan / share) P / E ratio (P / E ratio) (Times) (Times)
Ygsoft Inc(002063) .SZ Ygsoft Inc(002063) 6.75 0.1987 0.1808 33.97 37.33
Beijing Forever Technology Co.Ltd(300365) .SZ Beijing Forever Technology Co.Ltd(300365) 7.50 0.1375 0.1355 54.55 55.35
831083.nq Dongrun Huanneng 8.88 1.0198 1.0172 8.71 8.73
Average 44.26 46.34
Source: wind data, as of April 11, 2022 (T-4)
Note 1: if there is mantissa difference in the calculation of P / E ratio, it is caused by rounding;
Note 2: EPS before / after deduction of non recurring profit and loss in 2020 = net profit attributable to the parent before / after deduction of non recurring profit and loss in 2020 / total share capital on T-4 day;
Note 3: Dongrun Huanneng, a company listed on the innovation layer of the new third board, is excluded from the calculation of the average p / E ratio.
The issuance price of 45.13 yuan / share corresponds to the lower diluted P / E ratio of the issuer's net profit attributable to the parent before and after deducting non recurring profits and losses in 2020, which is 61.30 times higher than the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on April 11 (T-4) 2022, with an excess range of 23.36%; It is also higher than the average static P / E ratio of comparable listed companies after deducting non-profit in 2020, exceeding
