Mingke Jingji Holding Co., Ltd
IPO announcement
Sponsor (lead underwriter): Chinalin Securities Co.Ltd(002945)
hot tip
Mingke Jingji Holding Co., Ltd. (hereinafter referred to as “Mingke Jingji”, “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 “administrative measures”) and the measures for the administration of initial public offering and listing (CSRC order [No. 196]) of the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) Regulations such as the Interim Provisions on public offering of shares by shareholders of companies during initial public offering (CSRC announcement [2014] No. 11), the code for underwriting business of initial public offering of shares of China Securities Association (hereinafter referred to as the “Securities Association”) (Zhong Zheng Xie Fa [2018] No. 142) (hereinafter referred to as the “business code”) Detailed rules for placement of initial public offering shares (zxsf [2018] No. 142) (hereinafter referred to as “detailed rules for placement”), detailed rules for the administration of offline investors in initial public offering shares (zxsf [2018] No. 142) (hereinafter referred to as “detailed rules for the administration of offline investors”), Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) “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”) and “detailed rules for the implementation of offline issuance of initial public offerings in Shenzhen market” (SZS [2020] No. 483) (hereinafter referred to as “detailed rules for the implementation of offline issuance”) Organize and implement the initial public offering of shares (A shares) in accordance with relevant regulations.
The offline issuance of Mingke Jingji’s initial public offering shares is issued and placed through the offline issuance electronic platform of Shenzhen Stock Exchange. Offline investors are requested to carefully read this announcement and the detailed rules for the implementation of offline issuance published by Shenzhen Stock Exchange. 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. Investors are kindly requested to pay attention to the relevant provisions on the issuance process, online and offline subscription and payment, disposal of share abandonment and other links. The specific contents are as follows:
1. The issuer and the sponsor (lead underwriter) Chinalin Securities Co.Ltd(002945) (hereinafter referred to as ” Chinalin Securities Co.Ltd(002945) ” or “sponsor (lead underwriter)”) negotiated and determined the issue price of 14.89 yuan / share based on the preliminary inquiry results, taking into account the issuer’s fundamentals, industry, market conditions, valuation level of Listed Companies in the same industry, demand for raised funds and underwriting risks, and no cumulative bidding inquiry will be conducted for offline issuance.
Investors are requested to make online and offline subscription at this price on April 26, 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 26, 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.
2. According to the inquiry results after excluding invalid quotations, the issuer and the recommendation institution (lead underwriter) shall rank the quotations of all qualified placing objects from high to low according to the declared price, from small to large according to the number of proposed subscriptions at the same declared price, and from last to first according to the declaration time (the declaration time shall be subject to the records of the offline issuance electronic platform of Shenzhen Stock Exchange), Excluding the quotation of the placing object with the highest quotation, the total amount of proposed subscription excluded shall not be less than 10% of the total amount of offline investors. When the maximum declared price is the same as the determined issue price, the Declaration on the price will not be excluded, and the exclusion ratio can 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 on their behalf.
4. The placing object shall strictly comply with the industrial regulatory requirements, and the subscription amount shall not exceed the corresponding asset scale or capital scale.
5. Offline investors shall pay the subscription funds for new shares in full and on time before 16:00 on April 28, 2022 (T + 2) in accordance with the announcement on the preliminary placement results of offline issuance of initial public offering of shares by Mingke Jingji Holding Co., Ltd. (hereinafter referred to as the announcement on the preliminary placement results of offline issuance).
Offline investors are allocated multiple new shares on the same day. Please pay for each new share in full and fill in the remarks in accordance with the specifications. 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 entry; 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 winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement of online lottery results of initial public offering of shares by Mingke Jingji Holding Co., Ltd. (hereinafter referred to as the announcement of online lottery results), so as to ensure that their capital account will have sufficient new share subscription funds on April 28 (T + 2) 2022, and 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 issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
7. If the offline investors with effective quotation fail to participate in the subscription or the offline investors who have obtained the preliminary placement 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 an online investor fails to pay in full after winning the lottery three times in a row within 12 months, it 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.
The issuer and the recommendation institution (lead underwriter) solemnly remind investors to pay attention to investment risks and invest rationally. They should carefully read this announcement and publish it in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN) on April 25, 2022 (t-1) The special announcement on investment risk of initial public offering of shares by Mingke Jingji Holding Co., Ltd. fully understands the market risk and prudently participates in this new share offering.
Valuation and investment risk tips
1. According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the industry of the issuer is “C36 automobile manufacturing industry”.
The average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. is 26.50 times (as of April 20, 2022 (T-4)). Please refer to it when making decisions. The price of this offering is 14.89 yuan / share, and the corresponding P / E ratio is 22.98 times (the earnings per share is calculated by dividing the net profit attributable to the shareholders of the parent company in 2021 before and after deducting non recurring profits and losses audited by the accounting firm in accordance with Chinese accounting standards by the total share capital after this offering), which is lower than the static average p / E ratio of the industry in the latest month issued by the China Securities Index Company on April 20, 2022 (T-4), However, there is still a risk that the decline of the issuer’s share price will bring losses to investors in the future.
Investment in new shares has great market risks. Investors need to fully understand the risks of investment in new shares, carefully study the risks disclosed in the issuer’s prospectus, fully consider risk factors and prudently participate in this new share issuance.
2. In 2021, the operating income of Mingke fine technology was 8556315 million yuan, an increase of 16.89% over the previous year; The operating profit was 1091512 million yuan, a decrease of 14.17% over the previous year; The net profit was 959302 million yuan, a decrease of 10.08% over the previous year; After deducting non recurring profits and losses, the net profit attributable to the parent company was 916202 million yuan, a decrease of 6.58% over the previous year.
Mingke precision technology expects the company to achieve an operating revenue of 197592500 yuan to 214037 million yuan in the first quarter of 2022, with a year-on-year increase of 11.33% to 20.60%; It is estimated that the net profit attributable to the shareholders of the parent company will reach 22.048 million yuan to 241179 million yuan in the first quarter of 2022, with a year-on-year increase of 7.91% to 18.27%; It is estimated that in the first quarter of 2022, the net profit attributable to the shareholders of the parent company after deducting non recurring profits and losses will be 207506 million yuan to 229825 million yuan, with a year-on-year increase of 0.91% to 11.76%.
The above financial data for the first quarter of 2022 are only the preliminary expected results of the company, have not been audited or reviewed by accountants, and do not constitute a profit forecast or performance commitment.
3. According to the preliminary inquiry results, after negotiation between the issuer and the sponsor (lead underwriter), it is determined that 35.35 million new shares will be issued in this public offering, and there will be no transfer of old shares in this offering. The planned capital demand of the issuer for this raised investment project is 4749324 million yuan. Based on the issuance price of 14.89 yuan / share and 35.35 million new shares, the total amount of funds raised is expected to be 5263615 million yuan. After deducting the issuance expenses of 514291 million yuan, the net amount of funds raised is expected to be 4749324 million yuan.
4. If the issuer’s raised funds are not used properly or the business cannot grow synchronously in the short term, it will have an adverse impact on the issuer’s profitability or there is a risk of a significant decline in the issuer’s return on net assets, resulting in a decline in the issuer’s valuation level and stock price, resulting in the risk of investment loss to investors.
Important tips
1. The application of Mingke Jingji Holding Co., Ltd. for the initial public offering of no more than 35.35 million RMB common shares (A shares) (hereinafter referred to as “this offering”) has been approved by the China Securities Regulatory Commission in document zjxk [2022] No. 746. The sponsor (lead underwriter) of this offering is Chinalin Securities Co.Ltd(002945) . The stock of Mingke Jingji Holding Co., Ltd. is abbreviated as “Mingke Jingji” and the stock code is “001319”. The abbreviation and code are used for online and offline subscription of this issuance at the same time. The shares issued this time are planned to be listed on the main board of Shenzhen Stock Exchange.
The total amount of this public offering is 35.35 million shares, all of which are new shares without the transfer of old shares. Before the launch of the callback mechanism, the initial number of offline shares issued this time was 21.21 million, accounting for 60.00% of the total issued this time; The initial number of shares issued online was 14.14 million, accounting for 40.00% of the total issued this time.
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 the market value of non restricted A-Shares and non restricted depositary receipts in Shenzhen 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 and implemented by the sponsor (lead underwriter) through the offline issuance electronic platform of Shenzhen Stock Exchange, and the online issuance shall be carried out through the trading system of Shenzhen Stock Exchange.
3. The preliminary inquiry of this offering was completed on April 20, 2022 (T-4). According to the inquiry results after excluding invalid quotations, the issuer and the recommendation institution (lead underwriter) shall rank the quotations of all qualified placing objects from high to low according to the declared price, from small to large according to the number of proposed subscriptions at the same declared price, and from last to first according to the declaration time (the declaration time shall be subject to the records of the offline issuance electronic platform of Shenzhen Stock Exchange), Excluding the quotation of the placing object with the highest quotation, the total amount of proposed subscription excluded shall not be less than 10% of the total amount of offline investors. When the maximum declared price is the same as the determined issue price, the Declaration on the price will not be excluded, and the exclusion ratio can be less than 10%. The excluded part shall not participate in offline subscription.
The issuer and the sponsor (lead underwriter) negotiated and determined that the offering price is 14.89 yuan / share, and the price earnings ratio corresponding to this price is:
(1) 17.24 times (earnings per share shall be calculated by dividing the net profit attributable to shareholders of the parent company in 2021 before and after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards by the total share capital before this issuance);
(2) 22.98 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company in 2021 before and after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards by the total share capital after this issuance).
4. If the offering is successful, the total amount of funds raised by the issuer is expected to be 5263615 million yuan. After deducting the issuance expenses of 514291 million yuan, the net amount of funds raised is expected to be 4749324 million yuan. The use plan and other relevant information of the issuer’s raised funds were disclosed in the prospectus for initial public offering of shares of Mingke Precision Technology Holding Co., Ltd. (hereinafter referred to as the “prospectus”) on April 25, 2022 (t-1). The full text of the prospectus can be found on http://www.cn.info.com.cn Query.
5. The offline and online subscription date of this offering is April 26, 2022 (t day). Any placing object can only choose offline or online.
(1) Offline subscription
The time of offline subscription: 9:30-15:00 on April 26, 2022 (t day).
The placing objects managed by offline investors who submit valid quotations during the preliminary inquiry can and must participate in offline subscription. Offline investors shall enter the purchase order information for all placing objects they participate in the purchase through the offline issuance electronic platform, including the purchase price, purchase quantity and the initial public offering of shares by the sponsor (lead underwriter) in Mingke Precision Technology Holding Co., Ltd
