688234: listing announcement of Tianyue advanced’s initial public offering of shares on the science and Innovation Board

Stock abbreviation: Tianyue advanced stock code: 688234 Shandong Tianyue advanced technology Co., Ltd

(No. 99, Tianyue South Road, Huaiyin District, Jinan City, Shandong Province)

Initial public offering

Listing announcement of science and Technology Innovation Board

Co sponsor (lead underwriter)

No. 618, Shangcheng Road, China (Shanghai) pilot Free Trade Zone, No. 689, Guangdong Road, Shanghai

January 11, 2002

hot tip

The shares of Shandong Tianyue advanced technology Co., Ltd. (hereinafter referred to as “Tianyue advanced”, “issuer”, “company” and “the company”) will be listed on the science and Innovation Board of Shanghai Stock Exchange on January 12, 2022.

The company reminds investors to fully understand the stock market risks and the risk factors disclosed by the company, avoid blindly following the trend of “speculation” in the initial stage of IPO, and make prudent decision and rational investment.

Section I important statements and tips

1、 Important statement

The company and all directors, supervisors and senior managers guarantee that the information disclosed in the listing announcement is true, accurate and complete, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.

The opinions of Shanghai Stock Exchange and relevant government authorities on the listing of the company’s shares and related matters do not indicate any guarantee to the company.

The company reminds investors to carefully read and publish on the website of Shanghai Stock Exchange( http://www.sse.com.cn. )The contents of the “risk factors” chapter of the company’s prospectus, pay attention to risks, make prudent decisions and make rational investment.

The company reminds the majority of investors that investors are invited to refer to the full text of the company’s prospectus for relevant contents not involved in this listing announcement.

Unless otherwise specified, the abbreviations or terms in this listing announcement shall have the same meanings as those in the prospectus of the company’s initial public offering of shares.

2、 Risk tips

The company reminds investors to pay attention to the investment risk at the initial stage of IPO (hereinafter referred to as “new shares”), and reminds investors to fully understand the trading risk and rationally participate in the trading of new shares, as follows: (I) the stock trading risk caused by the relaxation of price limit

On the first day of listing of new shares on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange, the increase limit ratio is 44%, the decrease limit ratio is 36%, and the increase and decrease limit ratio from the next trading day is 10%. According to the special provisions on stock trading on the science and Innovation Board of Shanghai Stock Exchange, the proportion of rise and fall of competitive trading of shares on the science and innovation board is 20%, and there is no limit on price rise and fall in the first five trading days after the IPO. There is a more severe risk of stock price fluctuation on the Kechuang board than that on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange.

(II) risk of a small number of circulating shares

At the initial stage of listing, the controlling shareholder, the actual controller Zong Yanmin and the shares of Shanghai maiming and Shanghai Zhuao controlled by the controlling shareholder Zong Yanmin are regularly locked within three complete fiscal years from the date of initial listing of the company before the company realizes profits, and the sales restriction period after the disclosure of the annual report of that year is 36 months from the date of listing, The share lock up period of other shareholders of the original shares is 12 months from the date of listing or 36 months from the date of acquiring the shares, the lock up period of relevant subsidiaries of the joint sponsor is 24 months from the date of listing, and the restricted period of shares allocated to other strategic placement investors other than relevant subsidiaries of the sponsor is 12 months, The online lower limit stock sale lock is fixed for 6 months. The total share capital of the company after the issuance is 429711044 shares, of which the number of non tradable shares in the initial stage of the IPO is 33757285 shares, accounting for 7.86% of the total share capital after the issuance. At the initial stage of listing, the number of circulating shares is small, and there is a risk of insufficient liquidity.

(III) the market sales rate is higher than the average level of the same industry

The issue price is 82.79 yuan / share. Since the company has not made a profit during the reporting period, the P / E ratio standard is not applicable. Therefore, the market sales ratio that can reflect the industry characteristics of the issuer is selected as the valuation index. The market sales rate corresponding to the issue price is:

1. 75.37 times (the income per share is calculated by dividing the operating income audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital before the issuance);

2. 83.74 times (the income per share is calculated by dividing the operating income audited by an accounting firm in accordance with Chinese accounting standards in 2020 by the total share capital after the issuance);

The market sales rate of comparable listed companies whose main business is similar to that of the issuer is as follows:

Securities code securities abbreviation market value of the company (RMB 100 million) corresponding static market sales rate of operating revenue in 2020 (RMB 100 million) (Times)

688234.sh Tianyue advanced 355.76 4.25 83.74

Securities code securities abbreviation market value of the company (RMB 100 million) corresponding static market sales rate of operating revenue in 2020 (RMB 100 million) (Times)

688126.SH National Silicon Industry Group Co.Ltd(688126) -U 654.04 18.11 36.11

Average number of comparable companies 11.36

Data source: wind information, data as of December 28, 2021 (T-3).

Note 1: the accounting policies adopted by Kerui wolfspeed and Erlu, which are comparable companies in the same industry disclosed in the prospectus, are different from those of the issuer, so they are not included in the above table;

Note 2: the financial data of Tianke Heda, a comparable company in the same industry disclosed in the prospectus, comes from its publicly disclosed prospectus. Tianke Heda terminated the listing audit on October 15, 2020 and did not update and disclose its financial data for 2020 and January June 2021, so it was not included in the above table; Note 3: there may be mantissa difference in the calculation of market sales rate, which is caused by rounding.

The market value of the company corresponding to the issuance price of 82.79 yuan / share is 35.576 billion yuan, the operating revenue of Tianyue advanced in 2020 is 424.8119 million yuan, and the market sales rate corresponding to the issuance price is 83.74 times, which is higher than the average of comparable companies in the same period. There is a risk that the decline of the issuer’s share price will bring losses to investors in the future.

(IV) risk that can be regarded as the subject matter of margin trading on the first day of stock listing

On the first day of listing, the shares on the science and innovation board can be used as the subject of margin trading, which may produce certain price fluctuation risk, market risk, margin call risk and liquidity risk. Price fluctuation risk means that margin trading will aggravate the price fluctuation of the underlying stock; Market risk means that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the changes in the original stock price, but also the risks caused by the changes in the stock price of new investment, and pay corresponding interest; Margin increase risk means that investors need to monitor the guarantee ratio level throughout the transaction process to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk refers to that when the price of the underlying stock fluctuates violently, the financed purchase of securities or the repayment of securities, the sale of securities or the repayment of securities may be blocked, resulting in greater liquidity risk.

3、 Special risk tips

The following “reporting period” refers to 2018, 2019, 2020 and January June 2021.

(I) high customer concentration and main customer dependence risk

During the reporting period, the issuer’s main products were semi insulating silicon carbide substrate products, and the sales amount and proportion of conductive silicon carbide substrate products were relatively small. Semi insulating silicon carbide substrate products are mainly used in the fields of new generation information communication and microwave RF. The concentration of downstream leading enterprises in related fields is relatively high, and there is a large demand for substrates.

During the reporting period, the revenue of the company’s top five customers accounted for 80.15%, 82.94%, 89.45% and 91.68% of the operating revenue respectively, with high customer concentration. Among them, the revenue of the company’s top two customers, customer a and customer B, accounted for relatively high, accounting for 55.68%, 65.96%, 78.75% and 65.74% respectively during the reporting period. Due to the limited production capacity of the company in the early stage, the above main customers are leading enterprises in the downstream industry, with high market share and good credit, and the products give priority to meeting the needs of existing customers.

During the reporting period, the revenue of the company’s top two customers, customer a and customer B, continued to grow, of which the purchase quantity of customer B to the company increased rapidly. During the reporting period, the company’s sales revenue to customer B accounted for 1.11%, 6.08%, 33.32% and 49.31% respectively. After customer B became a related party of the company, the transaction amount and proportion increased significantly. The increase in the procurement of the company’s products by the above major customers is mainly the result of the superposition of many factors, such as the impact of Sino US trade friction on the global industrial chain, the company’s product performance advantages to meet the strong import substitution demand for semi insulating silicon carbide substrates, and the continuous growth of the demand for silicon carbide substrates in downstream application fields driven by the development of semiconductor industry.

If the company does not expand its business by relying on the above customers in the future, or the expansion of new customers is less than expected, and it is unable to continuously obtain the qualified supplier certification and orders of existing main customers, or the cooperative relationship between the company and main customers is replaced by other suppliers, or if the business and procurement strategy of main customers of the company changes greatly in the future, Or the company loses its main customers due to its own reasons such as product quality, or there are major adverse changes in the current operation and credit status of the main customers, resulting in the company’s inability to maintain its advantages in the supplier system of the main customers and to maintain its cooperative relationship with the main customers, which will have an adverse impact on the company’s operation.

(II) risk of gap between the company’s product technology and global industry leaders

At present, there is no obvious gap in technical parameters between the company and global industry leading enterprises in the same size products, but there is still a certain gap with global leading enterprises in terms of mass production capacity launch time, large-size product supply and supply chain supporting.

Since the global industry leading enterprises started early in the field of silicon carbide, there is a gap between the company and the global industry leading enterprises in terms of mass production and launch time of silicon carbide substrates of various sizes: Taking the semi insulating silicon carbide substrate as an example, the global industry leading enterprises are more than 10 years and more than 7 years earlier than the issuer in terms of mass production time of 4-6 inch substrates; Up to now, the issuer does not have the mass production capacity of 8-inch substrate, and the global industry leading enterprises have the mass production capacity of 8-inch substrate on or before 2019.

In terms of the supply of large-size products, according to public information, the industry leader Kerui company can supply 4-6-inch conductive and semi insulating silicon carbide substrates in batches, and has successfully developed and started to build an 8-inch product production line. At present, the company’s main products are 4-inch semi insulating silicon carbide substrates, and 6-inch semi insulating and 6-inch conductive substrates have been sold in small quantities, which still lags behind the global industry leaders.

In terms of supply chain support, the company’s product technology development is also affected by the supply of materials and equipment. Industry leading enterprises can make advance layout in combination with the technical development trend of upstream raw materials and equipment suppliers to achieve product technology breakthrough. Since the issuer started relatively late, and some raw materials and processing and testing equipment rely on foreign suppliers, it is relatively more difficult to make technological innovation. Therefore, there is still a certain gap between the issuer and industry leading enterprises in terms of the impact of supply chain support on product technology.

To sum up, the company still lags behind global leading enterprises in terms of mass production capacity, launch time, supply of large-scale products and supply chain supporting facilities. If the company cannot make up for the gap in product technology with global leading enterprises, it will have an adverse impact on the company’s business expansion, revenue growth and sustainable operation. (III) risk that changes in national industrial policies have a great impact on the company’s operation

The state has issued a series of policies to support and encourage the wide band gap semiconductor industry, such as the Guiding Catalogue for the first batch of application demonstration of key new materials (2019 Edition), the key special project of “strategic advanced electronic materials” in 2020, the 14th five year plan for national economic and social development of the people’s Republic of China and the outline of long-term objectives in 2035.

At the same time, in order to prevent the risk of overheated investment in the semiconductor industry, the “guiding opinions of the State Council on promoting the healthy development of the integrated circuit industry” requires the implementation of project window guidance for key integrated circuit projects and strengthen the management of high-risk projects.

If the state reduces its support for the wide band gap semiconductor industry, or the state issues further restrictive industrial policies or window guidance, or the company’s proposed investment projects are included in the regulatory scope of restrictive industrial policies, resulting in the company’s inability to expand the production scale, it will have an adverse impact on the company’s operation, sustainable profitability and growth.

(IV) the high cost of silicon carbide substrate restricts the development of downstream applications

At present, the downstream industry has used the advantages of silicon carbide in high voltage, high temperature, high power and high frequency to develop a new generation of semiconductor devices. The downstream applications of silicon carbide substrate are mainly RF devices and power devices, and its downstream applications are developing well. It has been rapidly applied in 5g base station construction, radio detection, new energy vehicles and charging piles, and will be expanded in photovoltaic new energy, rail transit, smart grid and other industries. Silicon carbide has obvious advantages in manufacturing RF devices, power devices and other fields. However, in the field of RF devices and power devices, the bottleneck of market application of silicon carbide substrate is its high production cost

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