Minsheng Securities Co., Ltd
About Ningbo Kbe Electrical Technology Co.Ltd(300863) issuing convertible corporate bonds to unspecified objects
Listing recommendation
Sponsor (lead underwriter)
(No. 8, Puming Road, China (Shanghai) pilot Free Trade Zone)
January 2022
CSRC and Shenzhen Stock Exchange:
Minsheng Securities Co., Ltd. (hereinafter referred to as the “sponsor”) and its sponsor representatives have been honest, trustworthy, diligent and responsible in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) and other laws and regulations, as well as the relevant provisions of the CSRC and Shenzhen Stock Exchange, Issue the listing recommendation letter in strict accordance with the business rules and industry self-discipline norms formulated according to law, and ensure that the documents issued are true, accurate and complete.
The sponsor believes that the application of Ningbo Kbe Electrical Technology Co.Ltd(300863) (hereinafter referred to as ” Ningbo Kbe Electrical Technology Co.Ltd(300863) “, “issuer” or “company”) for the listing of its convertible corporate bonds fully complies with the relevant provisions of the company law, the securities law, the measures for the administration of securities issuance and registration of Companies listed on the gem (for Trial Implementation) and the rules for the listing of shares on the gem of Shenzhen Stock Exchange (revised in 2020), It is recommended that its convertible corporate bonds be listed and traded in your exchange. The relevant information is reported as follows:
(unless otherwise specified in this listing recommendation letter, relevant terms have the same meaning as in the prospectus for Ningbo Kbe Electrical Technology Co.Ltd(300863) issuance of convertible corporate bonds to unspecified objects.) 1、 Issuer profile
(I) basic information of the issuer
Chinese Name: Ningbo Kbe Electrical Technology Co.Ltd(300863)
English Name: Ningbo KBE Electrical Technology Co., Ltd
Stock abbreviation: Ningbo Kbe Electrical Technology Co.Ltd(300863)
Stock Code: 300863
Place of listing: Shenzhen Stock Exchange
Registered capital: RMB 55.23 million
Legal representative: Lin Guangyao
Secretary of the board of directors: Qin Ci
Date of establishment: March 5, 2004
Registered address: wenxizhou Industrial Zone, qiaotouhu street, Ninghai County
Office address: wenxizhou Industrial Zone, qiaotouhu street, Ninghai County
Postal Code: 315611
Tel: 0574-6510 6655
Fax No.: 0574-6519 2666
Internet address: http://www.nbkbe.com.
Email: [email protected].
Unified social credit Code: 9133020075886446xg
Research and development of automotive electrical system; Sensors, electronic components, auto parts, wires, business scope: R & D, production and sales of cables; Import and export of self operated and agent goods and technologies, except for goods and technologies that are restricted or prohibited by the state. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
Type of securities issuance: issuing convertible corporate bonds to unspecified objects
(II) establishment of the issuer and its share capital structure
1. Establishment and listing of the issuer
Ningbo Kbe Electrical Technology Co.Ltd(300863) is a joint stock limited company established by the overall change of a limited liability company.
On January 5, 2016, Ningbo Kbe Electrical Technology Co.Ltd(300863) Co., Ltd. held a shareholders\’ meeting and decided to change Ningbo Kbe Electrical Technology Co.Ltd(300863) Co., Ltd. into a joint stock limited company. On May 5, 2016, Lixin Certified Public Accountants issued the “xksbz [2016] No. 610529” audit report. As of December 31, 2015, Ningbo Kbe Electrical Technology Co.Ltd(300863) limited book net assets were 56.4099 million yuan. On May 6, 2016, Yinxin Assets Appraisal Co., Ltd. issued the appraisal report on the value of net assets of Ningbo Ningbo Kbe Electrical Technology Co.Ltd(300863) Electric Technology Co., Ltd. in the form of joint-stock restructuring (yxpbz (2016) H No. 0414). As of the benchmark date of December 31, 2015, the limited net assets appraisal value of Ningbo Kbe Electrical Technology Co.Ltd(300863) was 66.9017 million yuan.
On May 10, 2016, Ningbo Kbe Electrical Technology Co.Ltd(300863) Co., Ltd. held a shareholders’ meeting and made a resolution. All shareholders of the company confirmed the audit and evaluation results and agreed to convert the audited net assets of the company of 56400922.46 yuan into 38 million shares at a ratio of 1.4842:1, with the remaining 18400922.46 yuan included in the capital reserve. On May 26, 2016, Ningbo Kbe Electrical Technology Co.Ltd(300863) held the inaugural meeting and the first extraordinary general meeting of shareholders in 2016 to consider and approve matters related to the establishment of a joint-stock company in the form of overall change.
The overall change of capital contribution was verified by Lixin certified public accountants, and the capital verification report (xksbz [2016] No. 610572) was issued on May 26, 2016. On June 20, 2016, the company received the business license with the unified social credit code of 9133020075886446xg.
On July 27, 2020, the China Securities Regulatory Commission issued the reply on Approving the registration of Ningbo Kbe Electrical Technology Co.Ltd(300863) initial public offering (zjxk [2020] No. 1587), approved the company’s application for registration of initial public offering, and the company publicly issued 13.81 million RMB common shares to the public, According to the capital verification report (xksbz [2020] No. zf10697) issued by Lixin Certified Public Accountants (special general partnership), after the issuance, the registered capital of the company was changed from 41.42 million yuan to 55.23 million yuan, and the share capital of the company was changed from 41.42 million shares to 55.23 million shares.
The company’s shares were listed on Shenzhen Stock Exchange on August 24, 2020, and the company type was changed from “joint stock limited company (unlisted)” to “joint stock limited company (listed)”.
On September 22, 2020, the company completed the change of industrial and commercial registration for the above matters and obtained the business license with the unified social credit code of 9133020075886446xg.
2. Issuer’s share capital structure
As of June 30, 2021, the shareholding of the top ten shareholders of the company is as follows:
No. shareholder name shareholder nature shareholding quantity (shares) shareholding proportion (%) restricted shares (shares)
1 Ningbo Xinxie investment domestic non-state owned 33600000 60.84 33600000 Management Co., Ltd. legal person
2 Lin Guangyao domestic natural person 2068000 3.74 2068000
3 time: domestic natural person 1020000 1.85 1020000
4 natural person in Lin Guangcheng 442000 0.80 442000
5. Natural persons within the territory of Lin Qiang 380000 0.69 380000
6 Xu Xiaoqiao domestic natural person 342000 0.62 342000
7 an weizhan domestic natural person 200000 0.36 200000
8. Natural person in Yin Chunyu 165000 0.30 165000
9. Natural person in youdonghai 150000 0.27 150000
10 natural persons in Wenwei 135000 0.24 135000
Total – 38502000 69.71 38502000
(III) main business
The company’s main business is the R & D, production and sales of automobile cables. As a secondary supplier in the automobile supply chain, the company provides automobile cable supporting services for the primary supplier – automobile harness manufacturer after obtaining the product certification of automobile manufacturers.
The company’s main products are conventional cables, aluminum cables, twisted pair cables, shielded cables, new energy cables, multi-core sheathed cables and other automotive cable products. According to the design requirements of automobile manufacturers, the products produced by the company must comply with international standards, German standards, Japanese standards, American standards, Chinese standards and other professional automobile cable standards, and must meet the special technical requirements of some customers.
As a high-tech enterprise, the company adheres to improving its technical strength through independent research and development, and continuously develops innovative products and improves product performance guided by the market. As of June 30, 2021, the company has obtained 38 patents and 3 software copyrights. After more than ten years of technology accumulation and development, the company’s products have been continuously enriched and expanded, and has entered the supplier system of many mainstream international well-known automobile manufacturers.
The company has passed iatf16949 quality management system certification and ISO14001 environmental management system certification. The company elected two senior managers to become members of ISO / tc22 / sc32 / wg4 (ISO road vehicle technical committee – Sub Committee on electronic and electrical components and general systems – automobile wire working group) to participate in the drafting, revision and management of international automobile cable standards. At present, the company has successively obtained the product certification of international mainstream vehicle manufacturers such as Volkswagen, GM, Ford, BMW, Daimler Benz, Honda, Toyota, Nissan, Fiat Chrysler, Volvo, Land Rover, Saic Motor Corporation Limited(600104) , Guangzhou Automobile Group Co.Ltd(601238) , Geely holdings, etc., and is listed as anbofu, zhudian, Yazaki, Lear, Guhe, decosmir Jinting and other international well-known automobile harness manufacturers provide long-term and stable supporting services.
The company has been focusing on the R & D, production and sales of automobile cables. During the reporting period, there was no change in the main business and main products.
(IV) main financial indicators
The financial information of the issuer during the reporting period is respectively taken from the financial reports of 2018, 2019 and 2020 and the financial reports from January to June 2021 prepared in accordance with the accounting standards for business enterprises. The financial reports of 2018 and 2019 have been audited by Lixin Certified Public Accountants (special general partnership) and issued an audit report numbered “xksbz [2020] No. zf10011”, The type of audit opinion is standard unqualified opinion; The 2020 financial report has been audited by Lixin Certified Public Accountants (special general partnership) and issued an audit report numbered “Xin Kuai Shi Bao Zi [2021] No. zf10285”. The type of audit opinion is standard unqualified opinion; The financial report data from January to June 2021 are unaudited.
1. Main data of consolidated balance sheet
Unit: 10000 yuan
Project 2021 2020 2019 2018
June 30 December 31 December 31 December 31
Total current assets 88679.16 82654.43 44274.31 39934.02
Total non current assets 46834.96 36869.31 20742.38 14951.70
Total assets 135514.12 119523.74 65016.70 65016.70
Project 2021 2020 2019 2018
June 30 December 31 December 31 December 31
Total Current Liabilities
