Zhejiang Chengchang Technology Co., Ltd
Special announcement on investment risk of initial public offering
Lead underwriter: Guosen Securities Co.Ltd(002736)
The application of Zhejiang Chengchang Technology Co., Ltd. (hereinafter referred to as "Chengchang technology", "issuer" or "company") for the initial public offering of no more than 279535 million common shares (A shares) (hereinafter referred to as "this offering") has been approved by the CSRC's CSRC permit [2022] No. 946.
After negotiation between the issuer and the lead underwriter Guosen Securities Co.Ltd(002736) (hereinafter referred to as the "lead underwriter"), it is determined that there are 279535 million new shares in this public offering, and there is no transfer of old shares in this offering. The issuance will be implemented through the trading system of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") and the offline issuance electronic platform on May 24, 2022 (t day).
The issuer and the lead underwriter specially draw investors' attention to the following contents:
(I) investors are kindly requested to pay attention to the issuance process, online and offline subscription and payment. The specific contents are as follows:
1. Based on the preliminary inquiry results, the issuer and the lead underwriter negotiated and determined the issue price of 21.68 yuan / share by comprehensively considering the issuer's fundamentals, market conditions, the valuation level of Listed Companies in the same industry, the demand for raised funds and underwriting risks.
Investors are requested to make online and offline subscription at this price on May 24, 2022 (t day), and there is no need to pay the subscription fund at the time of subscription. The offline Subscription Date and online subscription date are the same as May 24, 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. After the preliminary inquiry, the issuer and the lead underwriter shall, according to the inquiry results after excluding the invalid quotation, sort the quotation of all the placing objects participating in the preliminary inquiry from high to low according to the subscription price, from small to large according to the subscription quantity of the placing objects at the same subscription price, from last to first according to the subscription time at the same subscription price and the same subscription quantity, and exclude the quotation of the placing objects with the highest quotation, The excluded subscription amount shall not be less than 10% of the total subscription amount, and then the issuance price shall be determined through negotiation according to the remaining quotation and the proposed subscription amount. 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 proportion will 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. According to the announcement of preliminary placement results of offline issuance, offline investors shall timely and fully pay the subscription funds for new shares according to the final issuance price and allocated quantity before 16:00 on May 26, 2022 (T + 2). If the same placing object receives multiple new shares on the same day, it is necessary to pay for each new share in full and fill in the remarks in accordance with the specifications. 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 online investors win the subscription of new shares, they shall fulfill the obligation of capital settlement according to the announcement of online winning results, so as to ensure that their capital account will have sufficient new share subscription funds on May 26 (T + 2) 2022. 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 lead underwriter.
5. When the total number of shares subscribed by offline and online investors is less than 70% of the number of public offerings, the lead underwriter will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
6. If the shortlisted offline investors fail to participate in the subscription or the offline allocated investors fail to pay the subscription amount in time and in full, they will be deemed to be in breach of contract and shall be liable for breach of contract. The lead underwriter will announce and disclose the breach of contract and report the breach to the CSRC and the China Securities Association for the record. If online investors have won the lottery three times in a row but failed to pay in full within 12 months, they shall not participate in the subscription of new shares, depositary receipts, convertible bonds and convertible bonds within 6 months (calculated as 180 natural days, including the next day) from the next day when CSDCC Shenzhen Branch receives the purchase abandonment declaration. 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 bonds and exchangeable bonds.
(II) any decision or opinion made by the CSRC and other government departments on this issuance does not indicate that it makes a substantive judgment or guarantee on the investment value of the issuer's shares or the income of investors. Any statement to the contrary is a false statement.
(III) investors who intend to participate in this offering and subscription must carefully read the summary of the prospectus for initial public offering of Zhejiang Chengchang Technology Co., Ltd. published in China Securities Journal, securities times, Shanghai Securities News, securities daily and economic information daily on May 16, 2022 (T-6) and disclosed on cninfo (www.cn. Info. Com. CN.) The full text of the prospectus, especially the chapters of "tips on major matters" and "risk factors", fully understand the risk factors of the issuer, judge its operation status and investment value by itself, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally. The issuer's operating conditions may change due to the influence of politics, economy, industry and operation and management level, and the possible investment risks shall be borne by the investors themselves.
(IV) there are no circulation restrictions and locking arrangements for the shares issued offline this time, and the shares issued this time will begin to circulate from the date of listing and trading on the Shenzhen Stock Exchange. Investors should pay attention to the investment risk caused by the increase of stock circulation on the first day of listing.
(V) the price of this offering is 21.68 yuan / share. Investors are requested to judge the rationality of the pricing of this offering 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 the issuer is "C39 computer, communication and other electronic equipment manufacturing industry". As of May 18, 2022 (T-4), the average static P / E ratio of "C39 computer, communication and other electronic equipment manufacturing industry" released by the China Securities Index in the latest month is 28.96 times.
The P / E ratio of listed companies whose main business is similar to that of the issuer is as follows:
Securities code securities abbreviation average price in the last 20 trading days 2021 earnings per share 2021 static market (including the current day) (yuan / share) (yuan / share) earnings ratio (Times)
Changsha Jingjia Microelectronics Co.Ltd(300474) .SZ Changsha Jingjia Microelectronics Co.Ltd(300474) 85.07 0.8514 99.92
Chengdu M&S Electronics Technology Co.Ltd(688311) .SH Chengdu M&S Electronics Technology Co.Ltd(688311) 58.27 1.0186 57.21
Jiangsu Leike Defense Technology Co.Ltd(002413) .SZ Jiangsu Leike Defense Technology Co.Ltd(002413) 4.70 -0.2178 -
Chengdu Rml Technology Co.Ltd(301050) .SZ Chengdu Rml Technology Co.Ltd(301050) 150.01 1.8822 79.70
Mean value (excluding outliers) 78.94
Data source: wind information, data as of May 18, 2022 (T-4)
Note 1: comparable companies are selected according to the prospectus; Note 2: the earnings per share of the comparable company in 2021 is calculated according to the net profit attributable to the shareholders of the parent company after deducting non recurring profits and losses announced in its annual report; Note 3: Jiangsu Leike Defense Technology Co.Ltd(002413) 2021 earnings per share is negative, so it is excluded as an abnormal value when calculating the average p / E ratio.
The issuance price of 21.68 yuan / share corresponds to the lower net profit diluted P / E ratio before and after deducting non recurring profits and losses in 2021, which is 22.99 times, lower than the industry's average static P / E ratio in the latest month and the average secondary market static P / E ratio of comparable companies. However, there is still a risk that the decline in share prices will bring losses to investors. The issuer and the lead underwriter remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment rationally. 2. Investors are reminded to pay attention to the difference between the issuing price and the quotation of offline investors. For the quotation of offline investors, please refer to China Securities Journal, securities times, Shanghai Securities News, Securities Daily, economic reference daily and http://www.cn.info.com.cn Announcement on initial public offering of Zhejiang Chengchang Technology Co., Ltd.
3. The pricing of this offering follows the market-oriented pricing principle. In the preliminary inquiry stage, offline investors will quote based on the real subscription intention. The issuer and the lead underwriter will negotiate and determine the price of this offering according to the quotation of offline investors and comprehensively considering the issuer's fundamentals, market conditions, the evaluation level of Listed Companies in the same industry, the demand for raised funds and underwriting risks. Any investor who participates in the subscription shall be deemed to have accepted the issue price; If there is any objection to the pricing method and price of the offering, it is recommended not to participate in this offering. 4. This offering may have the risk of falling below the offering price after listing. Investors should pay full attention to the risk factors contained in the pricing marketization, know that the stock may fall below the issue price after listing, effectively improve the risk awareness, strengthen the value investment concept, and avoid blind speculation. Regulators, issuers and lead underwriters cannot guarantee that the stock will not fall below the issue price after listing.
(VI) the issuer plans to invest 5091059 million yuan in the raised funds for this raised investment project. Based on the issue price of 21.68 yuan / share and the issue of 279535 million new shares, the total amount of the raised funds is expected to be 60 Jiangsu Yabang Dyestuff Co.Ltd(603188) 0 yuan. After deducting the issue cost of 9692598 million yuan, the net amount of the raised funds is expected to be 5091059 million yuan. There is a significant increase in the scale of net assets due to the acquisition of the raised funds, which has an impact on the issuer's production and operation mode Risks that have an important impact on the ability of operation and management and risk control, financial status, profitability and long-term interests of shareholders.
(VII) for the subscription of this issuance, any investor can only choose offline or online way to apply for the subscription, and all investors participating in offline quotation, subscription and placement shall not participate in online subscription again; A single investor can only use one qualified account for subscription, and any subscription contrary to the above provisions is invalid. (VIII) after the end of this offering, it can only be publicly listed on the Shenzhen Stock Exchange after being approved by the Shenzhen Stock Exchange. If the approval is not obtained, the shares issued this time will not be listed, and the issuer will return them to the investors participating in the online subscription according to the issue price plus the bank deposit interest for the same period.
(IX) all shares of the issuer are tradable shares. For the limited sale period of shares before this offering, please refer to the prospectus for the commitment and arrangement of the restricted sale period. The above share restriction arrangement is a voluntary commitment made by relevant shareholders in accordance with relevant laws and regulations based on the governance needs of the issuer and the stability of operation and management. (x) investors are invited to pay attention to risks. In case of the following circumstances, the issuer and the lead underwriter will negotiate and take measures to suspend the issuance:
1. After offline subscription, the actual total subscription amount of the shortlisted placing objects is less than the initial offline issuance amount;
2. The total number of shares subscribed by offline and online investors is less than 70% of the number of this public offering;
3. The issuer's major post meeting events in the issuance process affect the issuance;
4. In case of other special circumstances, the issuer and the lead underwriter may decide to suspend the issuance through consultation;
5. The CSRC shall supervise the issuance and underwriting process during and after the event, and order the issuer and underwriter to suspend or suspend the issuance if it is suspected of violating laws and regulations or there are abnormal circumstances.
In case of the above circumstances, the lead underwriter shall implement the measures to suspend the issuance and disclose the reasons for the suspension and subsequent arrangements. Before restarting the issuance, the issuer shall reach an agreement with the lead underwriter on the starting time point and the work arrangement of issuance and sales, and file with the CSRC within the validity period of the approval document.
（11） This special announcement on investment risk does not guarantee to reveal all the investment risks of this issuance. It is recommended that investors fully understand the characteristics and risks of the securities market, rationally evaluate their own risk tolerance, and make an independent decision on whether to participate in the subscription of this issuance according to their own economic strength and investment experience. Issuer: Zhejiang Chengchang Technology Co., Ltd. lead underwriter: Guosen Securities Co.Ltd(002736) May 23, 2022
(there is no text on this page, which is the seal page of the special announcement on the investment risk of initial public offering of Zhejiang Chengchang Technology Co., Ltd.)
Zhejiang Chengchang Technology Co., Ltd
(there is no text on this page, which is the seal page of the special announcement on the investment risk of initial public offering of Zhejiang Chengchang Technology Co., Ltd.)
Guosen Securities Co.Ltd(002736) MM DD YY
