Suzhou Dongwei Semiconductor Co., Ltd
Initial public offering and listing on the science and Innovation Board
Issuance arrangement and preliminary inquiry announcement
Sponsor (lead underwriter): China International Capital Corporation Limited(601995)
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Important tips
Suzhou Dongwei Semiconductor Co., Ltd. (hereinafter referred to as "Dongwei semiconductor", "issuer" or "company") in accordance with the implementation opinions on establishing a science and innovation board and pilot registration system in Shanghai Stock Exchange (CSRC announcement [2019] No. 2) issued by China Securities Regulatory Commission (hereinafter referred to as "CSRC" and "CSRC") Measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as the "administrative measures"), measures for the administration of the registration of initial public offering of shares on the science and Innovation Board (for Trial Implementation) (CSRC order [No. 174]), The implementation measures for the issuance and underwriting of shares on the science and Innovation Board of Shanghai Stock Exchange (SZF [2021] No. 76) (hereinafter referred to as the "implementation measures") promulgated by Shanghai Stock Exchange (hereinafter referred to as "Shanghai Stock Exchange") Guidelines for the application of the issuance and underwriting rules of the science and Innovation Board of Shanghai Stock Exchange No. 1 - initial public offering of shares (SZF [2021] No. 77) (hereinafter referred to as the "underwriting guidelines"), detailed rules for the implementation of online issuance of initial public offering of shares in Shanghai market (SZF [2018] No. 40) (hereinafter referred to as the "detailed rules for the implementation of online issuance") The detailed rules for the implementation of offline issuance of initial public offerings in Shanghai market (SZF [2018] No. 41) (hereinafter referred to as the "detailed rules for the implementation of offline issuance"), the code for underwriting initial public offerings under the registration system (zsxf [2021] No. 213) (hereinafter referred to as the "underwriting code") issued by the China Securities Association Detailed rules for the administration of offline investors in initial public offerings (zxsf [2018] No. 142), rules for the administration of offline investors in initial public offerings under the registration system and guidelines for the classification, evaluation and management of offline investors in initial public offerings under the registration system (zxsf [2021] No. 212), etc, And the relevant provisions of the Shanghai Stock Exchange on stock issuance and listing rules and the latest operating guidelines, such as initial public offering of shares and listing on the science and innovation board.
China International Capital Corporation Limited(601995) (hereinafter referred to as " China International Capital Corporation Limited(601995) " or "sponsor (lead underwriter)") serves as the sponsor (lead underwriter) of this offering.
The issuance adopts directional placement to strategic investors (hereinafter referred to as "strategic placement") Offline inquiry 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 in Shanghai market (hereinafter referred to as "online issuance"). The sponsor (lead underwriter) China International Capital Corporation Limited(601995) is responsible for organizing and implementing the strategic placement, preliminary inquiry and online and offline issuance of this offering. The strategic placement of this offering is carried out at China International Capital Corporation Limited(601995) . The preliminary inquiry and offline subscription are carried out through the IPO offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as "offline subscription platform"), and the online offering is carried out through the trading system of Shanghai Stock Exchange. Please read this announcement carefully. For details of preliminary inquiry and electronic offline issuance, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The published rules for the implementation of offline issuance and other relevant provisions.
Investors can visit the following website（ http://www.sse.com.cn./disclosure/listedinfo/listing/ 、 http://www.sse.com.cn./ipo/home/ ）Check the full text of the announcement.
Basic information of the issuer
The full name of the company is Suzhou Dongwei Semiconductor Co., Ltd., and the securities is referred to as Dongwei semiconductors for short
limited company
Securities code / offline subscription 688261 online subscription code 787261
code
Offline subscription is referred to as Dongwei semi guide, and online subscription is referred to as Dongwei subscription
Industry name computer, communication and other industry code C39
Electronic equipment manufacturing
Basic information of this offering
The issuance adopts directional placement to strategic investors (hereinafter referred to as "strategic placement") Under the online issuance mode, the inquiry placement to qualified investors (hereinafter referred to as "offline issuance") is combined with the online pricing issuance to social public investors holding non restricted A-Shares and the market value of non restricted depositary receipts in Shanghai market (hereinafter referred to as "online issuance").
Pricing method offline preliminary inquiry directly determines the issue price, and offline cumulative bid inquiry is no longer performed
Total share capital before issuance (10000 shares) 5053.2275 number of shares to be issued (10000 shares) 1684.4092
The estimated number of new shares issued is 1684.4092 and the estimated number of old shares transferred is 0.00
(10000 shares) (10000 shares)
The total share capital (10000 shares) after issuance is 6737.6367, and the number to be issued accounts for 25.00 after issuance
Proportion of total share capital (%)
Initial online issuance: 429.50 initial offline issuance: 1002.2479
(10000 shares) (10000 shares)
Each proposed offline subscription amount is 500.00, and each proposed offline subscription amount is 40.00
Upper limit (10000 shares) lower limit (10000 shares)
The number of initial strategic placements is 252.6613, accounting for 15.00 of the proposed issuance
Number ratio of (10000 shares) rows (%)
Special fund for senior executives and core employees of relevant subsidiaries of the sponsor
Initial number of follow-up shares (10000 shares) 84.2204 number of shares / fund subscribed by the management plan 168.4409/18958.00 upper limit (10000 shares / 10000 yuan)
Is there any other strategic placement? There is no new share placement brokerage commission of 0.50
Arrangement rate (%)
Important date of this issuance
Initial inquiry date and start and end time: January 19, 2022 issue announcement publication date: January 21, 2022 09:30 - 15:00
Offline Subscription Date and start and end time January 24, 2022 online subscription date and start and end time January 24, 2022 between 09:30 - 15:00 and 09:30 - 11:30
13:00 - 15:00
Offline payment date and deadline: January 26, 2022 online payment date and deadline: end at 16:00 on January 26, 2022
Remarks: none.
Please pay attention to the following key contents:
1. Verification of inquiry qualification of offline investors: the "offline investors" mentioned in this announcement refer to institutional investors participating in offline issuance, and the "placing object" refers to offline investors or securities investment products managed by them. Offline investors shall complete the registration of placing objects in China Securities Association before 12:00 noon on January 18 (T-4), 2022, and register the IPO offline investor management system through the sponsor (lead underwriter) China International Capital Corporation Limited(601995) (website: http://zczipo.cicc.com.cn./ ）Online submission of letter of commitment and relevant verification materials. The recommendation institution (lead underwriter) has formulated the standards for offline investors according to relevant systems and rules. See "III. (I) participation conditions and quotation requirements of offline investors" in this announcement for specific standards and arrangements. Only investors who meet the offline investor standard requirements determined by the issuer and the sponsor (lead underwriter) can participate in the preliminary inquiry of this offering. Those who participate in the preliminary inquiry of this issuance without meeting the relevant standards shall bear all the consequences caused by this behavior. The sponsor (lead underwriter) will set its quotation as invalid on the offline subscription platform and disclose the relevant information in the issuance announcement.
2. Requirements for offline investors to submit pricing basis and suggested price or price range: offline investors must submit the price to offline investors at 13:00-14:30, 15:00-22:00 on the trading day before the preliminary inquiry date (January 18, 2022, T-4) or 6:00-9:30 on the preliminary inquiry date (January 19, 2022, T-3), Submit the pricing basis and the suggested price or price range given in the internal research report through the offline subscription platform of Shanghai Stock Exchange. Offline investors shall quote according to the recommended price or price range given in the internal research report. In principle, they shall not exceed the recommended price range in the research report. Offline investors who fail to submit the pricing basis and suggested price or price range before the inquiry shall not participate in the inquiry. If the offline investor fails to submit the pricing basis and recommended price or price range, the recommendation institution (lead underwriter) will have the right to determine that the offline investor's quotation is invalid.
3. Verification requirements for the asset scale of offline investors: the subscription amount of each product under the investor's own funds or management participating in the offline inquiry shall not exceed the asset scale (total assets) or capital scale specified in the asset certificate of the asset scale or capital scale provided to the sponsor (lead underwriter): among them, public funds, special fund accounts, asset management plans Private equity funds (including asset management plans of futures companies and their asset management subsidiaries) and other products shall provide valid certification materials of the total assets of the products on the fifth trading day (January 12, 2022, T-8) before the preliminary inquiry date; The self operated investment account shall provide the explanatory materials on the capital scale of the self operated account issued by the company (the capital scale is up to January 12, 2022, T-8). The above-mentioned proof materials of asset scale or capital scale shall be stamped with the official seal of the company or the official seal of external certification agency.
In particular, offline investors are reminded that in order to promote the prudent quotation of offline investors and facilitate the verification of the asset scale of offline investors on the science and innovation board, the Shanghai stock exchange requires offline investors to promise the asset scale in the offline subscription platform, and invites offline investors to operate according to the relevant steps in "III. (V) preliminary inquiry". If the recommendation institution (lead underwriter) finds that the investor does not comply with the industrial regulatory requirements and applies for purchase beyond the corresponding asset scale or capital scale, the subscription of the placing object is invalid; If the asset scale or capital scale filled in by the investor on the offline subscription platform is inconsistent with the asset scale or capital scale in the asset certification materials of the placing object submitted to the sponsor (lead underwriter), the sponsor (lead underwriter) has the right to determine that the quotation of the placing object is invalid. 4. Prudent quotation requirements for offline investors: in order to further standardize the order of issuing and underwriting new shares on the science and innovation board, offline investors are required to participate in offline inquiry in strict accordance with the principles of science, independence, objectivity and prudence, as follows:
(1) For the same IPO issue of the science and innovation board, the offline subscription platform shall record at most two preliminary inquiry and quotation records submitted by investors under the same network. Offline investors shall submit all quotation records for all placing objects to participate in quotation at one time. If two quotation records are submitted, the quotation records submitted for the second time shall prevail.
(2) After submitting the quotation record for the first time, offline investors shall not modify it in principle. If it is necessary to modify it, they shall re perform the quotation decision-making procedure, fill in the reason for price change, the logical calculation basis of price change range, and whether the previous quotation has insufficient pricing basis and incomplete quotation decision-making procedure, and archive the relevant materials for future reference. The submitted contents and archived materials for future reference will be used as the offline verification of follow-up regulators
5. Upper limit of offline subscription: the upper limit of the number of subscription shares for each placement object in this offline issuance is 5 million shares, accounting for 49.89% of the initial offline issuance. Offline investors and their managed placing objects shall strictly comply with the regulatory requirements of the industry, strengthen risk control and compliance management, and prudently and reasonably determine the proposed purchase price and quantity. 6. High price rejection mechanism: according to the preliminary inquiry results after excluding the quotations of unqualified investors, the issuer and the recommendation institution (lead underwriter) offer all qualified placing objects from high to low according to the proposed purchase price, and from small to large according to the proposed purchase quantity of placing objects at the same proposed purchase price For the same price to be purchased and the same quantity to be purchased, the time of declaration (the time of declaration is expressed in)
