Nanjing tengya Precision Technology Co., Ltd
Initial public offering and listing on GEM
Special announcement on investment risk
Sponsor (co lead underwriter): Soochow Securities Co.Ltd(601555)
Co lead underwriter: Nanjing Securities Co.Ltd(601990)
Nanjing tengya Seiko technology Co., Ltd. (hereinafter referred to as "tengya Seiko", "issuer" or "company") has applied for an initial public offering of no more than 18.1 million ordinary shares (A shares) (hereinafter referred to as "this offering") and has been examined and approved by the GEM Listing Committee of Shenzhen Stock Exchange (hereinafter referred to as "your exchange" and "Shenzhen Stock Exchange"), It has been registered with the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") zjxk [2022] No. 599.
An issuer, a sponsor, and a recommendation Agency (joint lead underwriter) (the joint lead underwriter) (the joint underwriterunderwriter) (the issuer, a sponsor, and a recommendation institution (joint lead underwriter) (together) (the sponsor, and the recommendation Agency (the joint lead underwriter) () (the joint underwriteris the joint lead underwriter) (the issuer, and a sponsor, and a recommendation institution (the joint lead underwriter) (the joint lead underwriter) (the issuer, and a sponsor, a sponsor, and a recommendation institution (the joint lead underwriter) (the joint underwriter) (the issuer, and a sponsor, a sponsor, and a sponsor, and a sponsor, and a sponsor, and a sponsor, and a sponsor, and the joint underwriter), and the issuer of the issuer, and a Nanjing Securities Co.Ltd(601990) allof them are public offerings of new shares, The issuer's shareholders shall not transfer their old shares. The shares issued this time are planned to be listed on the gem of Shenzhen Stock Exchange.
This offering is applicable to the special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21) issued by the CSRC on September 18, 2021, and the practical implementation rules for the issuance and underwriting of initial public offerings on the gem of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919) issued by the Shenzhen Stock Exchange The code for underwriting of initial public offerings under the registration system (zxsf [2021] No. 213) issued by the China Securities Association invites investors to pay attention to the changes of relevant regulations, pay attention to investment risks, carefully study and judge the rationality of issuance pricing and make investment decisions rationally.
The issuer and the joint lead underwriter specially draw the attention of investors to the following contents:
1. After the preliminary inquiry, the issuer and the joint lead underwriters shall, in accordance with the exclusion rules specified in the announcement on preliminary inquiry and promotion of initial public offering of shares by Nanjing tengya Precision Technology Co., Ltd. and listing on the gem (hereinafter referred to as the "announcement on preliminary inquiry and promotion"), after excluding the preliminary inquiry results that do not meet the quotation requirements of investors, Eliminate all placing objects whose proposed purchase price is higher than 30.00 yuan / share (excluding 30.00 yuan / share); The proposed subscription price is 30.00 yuan / share, the number of subscription is equal to 6 million shares, and the subscription time is the same as 14:45:16:466 on May 20, 2022 (T-3). The placement objects are removed from the back to the front according to the order automatically generated by the offline issuance electronic platform of Shenzhen stock exchange. In the above process, a total of 62 placing objects were excluded, and the total number of proposed shares to be purchased was 367 million, accounting for 1.0074% of the total number of 364296 million shares to be purchased after excluding invalid quotations in this preliminary inquiry. The excluded part shall not participate in offline and online subscription.
2. According to the preliminary inquiry results, the issuer and the joint lead underwriters, after excluding the highest quotation part, comprehensively considering the effective subscription multiple, the issuer's fundamentals, the industry, the valuation level of comparable companies, the market environment, the demand for raised funds and the underwriting risk and other factors, negotiated and determined that the issuance price is 22.49 yuan / share, and the offline issuance will not conduct cumulative bidding inquiry.
Investors are requested to make online and offline subscription at this price on May 25, 2022 (t day), without paying subscription funds. The offline issuance and Subscription Date and the online subscription date are the same as May 25, 2022 (t day). Among them, the offline subscription time is 9:30-15:00, and the online subscription time is 9:15-11:30 and 13:00-15:00. 3. The issue price determined through negotiation between the issuer and the joint lead underwriters is 22.49 yuan / share. The issue price of this issue shall not exceed the median and weighted average of the offline investors' quotation after excluding the highest quotation, as well as the securities investment fund established through public offering after excluding the highest quotation (hereinafter referred to as "public fund"), the National Social Security Fund (hereinafter referred to as "social security fund") The lower of the median and weighted average quotation of basic endowment insurance fund (hereinafter referred to as "pension"), enterprise annuity fund established in accordance with the measures for the administration of enterprise annuity fund (hereinafter referred to as "enterprise annuity fund") and insurance funds (hereinafter referred to as "insurance funds") in accordance with the measures for the administration of the use of insurance funds, so the relevant subsidiaries of the sponsor need not participate in this strategic placement, The initial number of 905000 shares of relevant subsidiaries of the sponsor participating in follow-up investment will be fully transferred back to offline issuance.
This offering does not arrange the strategic placement to the senior management and core employees of the issuer, asset management plans and other external investors. According to the issuing price, the relevant subsidiaries of the sponsor will not participate in the strategic placement. Finally, this issuance will not be targeted to strategic investors.
4. This issuance is finally carried out by 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 non restricted A-Shares and the market value of non restricted depositary receipts in Shenzhen market (hereinafter referred to as "online issuance").
This offline issuance is conducted through the offline issuance electronic platform of 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 market value.
5. The issue price is 22.49 yuan / share, and the corresponding P / E ratio is:
(1) 22.44 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2021 by the total share capital before the issuance);
(2) 22.42 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2021 by the total share capital before this issuance);
(3) 29.91 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company after deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2021 by the total share capital after this issuance);
(4) 29.89 times (earnings per share is calculated by dividing the net profit attributable to shareholders of the parent company before deducting non recurring profits and losses audited by an accounting firm in accordance with Chinese accounting standards in 2021 by the total share capital after this issuance).
6. The price of this offering is 22.49 yuan / share. Investors are requested to judge the rationality of the pricing of this offering according to the following circumstances.
(1) According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the industry of the company is "general equipment manufacturing industry" (C34). As of May 20, 2022 (T-3), the average static P / E ratio of the industry released by China Securities Index Co., Ltd. in the latest month was 25.33 times.
The issuance price of 22.49 yuan / share corresponds to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2021, which is 29.91 times higher than the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on May 20 (T-3) 2022. There is a risk that the decline of the issuer's share price will bring losses to investors in the future. The issuer and the co lead underwriter remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
(2) As of May 20, 2022 (T-3), the valuation levels of comparable listed companies are as follows:
T-3 stock 202120212021 deduction 2021 deduction securities code securities abbreviation closing price deduction non front EPS deduction non rear EPS deduction non front P / E (yuan / share) (yuan / share) (yuan / share) ratio (Times)
Hangzhou Great Star Industrial Co.Ltd(002444) .SZ Hangzhou Great Star Industrial Co.Ltd(002444) 17.69 1.1107 0.9389 15.93 18.84
Ken Holding Co.Ltd(300126) .SZ Ken Holding Co.Ltd(300126) 5.51 0.0336 0.0250 163.99 220.40
Kangping Technology (Suzhou) Co.Ltd(300907) .SZ Kangping Technology (Suzhou) Co.Ltd(300907) 20.71 0.1886 0.2179 109.81 95.04
Guangdong Kinlong Hardware Products Co.Ltd(002791) .SZ Guangdong Kinlong Hardware Products Co.Ltd(002791) 89.23 2.7660 2.7399 32.26 32.57
Average value (after excluding outliers) 24.10 25.71
Data source: wind, as of May 20, 2022 (T-3)
Note 1: if there is mantissa difference in the calculation of P / E ratio, it is caused by rounding;
Note 2: EPS before / after deduction of non recurring profit and loss in 2021 = net profit attributable to the parent before / after deduction of non recurring profit and loss in 2021 / total share capital on T-3 day.
Compared with comparable companies, the company has certain advantages in technical reserve, R & D and design, brand image and customer base: ① in terms of technical reserve, the company has independently developed the core technology of lithium electric nail gun, which has reached the international advanced level in the field of new generation nail fastener equipment, providing technical guarantee for the company to open up overseas markets and realize long-term development in the future; ② In terms of R & D and design, the company has advanced R & D capability of nail shooting and fastening equipment, took the lead in mastering the core technology of gas nail gun production in China, and successfully broke the foreign technical barriers; The company has strong customized development ability of building hardware, and can quickly launch new products of various special hardware structures according to customer needs, providing sufficient product technical reserves for the construction industry's leading integrated supply platform of building hardware; ③ In terms of brand image, the company attaches great importance to the construction of brand image. In the Chinese market, as a pioneer in the industry, the company has unremittingly promoted the application of gas nail gun for ten years. The self built "tengya" brand has won the high recognition of the majority of end users and occupied the main share of the Chinese market; In foreign markets, the company cooperates with local brands in the form of ODM. Relying on advanced design and development ability, excellent quality and professional services, the company has established a good reputation among overseas customers. The main customers have long cooperation years and stable cooperative relations; ④ In terms of customer base, in the Chinese market, after ten years of accumulation, the company has developed more than 400 nail shooting and fastening equipment dealers all over the country and economically developed counties and cities, forming an efficient distribution network with high coverage; In the European market, the company cooperates with well-known hardware brands timco, Stanley Black & Decker, Rawlplug and hikoki (Norway); In the Japanese market, the company supplies to the top ten Japanese large chain building materials supermarkets including Gangnan commercial, komeri and vivahome, which has a good customer base and industry reputation.
The issue price is 22.49 yuan / share, corresponding to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2021, which is 29.91 times higher than the average static P / E ratio of the secondary market of comparable listed companies. There is a risk that the decline of the issuer's share price will bring losses to investors in the future. The issuer and the co lead underwriter remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment rationally.
New share investment has great market risk. Investors should pay full attention to the risk factors contained in the marketization of pricing, know that the stock may fall below the issue price after listing, effectively improve risk awareness, strengthen the concept of value investment and avoid blind speculation. Regulators, issuers and co lead underwriters cannot guarantee that the shares will not fall below the issue price after listing.
(3) After the price of this offering is determined, 205 investors have submitted valid quotations for this offline offering, and the number of placement objects managed is 4858, accounting for about 77.79% of the total number of all placement objects after excluding invalid quotations; The total number of effective proposed subscriptions is 281648 million shares, accounting for about 77.31% of the total number of subscriptions after excluding invalid quotations, which is about 217632 times of the initial offline issuance scale after strategic placement callback and before online and offline callback.
(4) 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 cninfo.com.cn on the same day Announcement of Nanjing tengya Precision Industry Technology Co., Ltd. on initial public offering and listing on GEM (hereinafter referred to as the "issuance announcement").
(5) The fund-raising demand disclosed in the letter of intent of Nanjing tengya Precision Industry Technology Co., Ltd. for initial public offering and listing on the gem (hereinafter referred to as the "letter of intent") is 3752497 million yuan, the offering price is 22.49 yuan / share, and the total amount of funds to be raised is 407069 million yuan. After deducting the estimated issuance cost of about 657192 million yuan (excluding value-added tax), It is estimated that the net amount of raised funds is about 341349800 yuan, which is not higher than the above-mentioned demand amount of raised funds.
(6) The pricing of this offering follows the market-oriented pricing principle. In the preliminary inquiry stage, offline investors quote based on the real subscription intention. The issuer and the joint lead underwriter negotiate and determine the offering price according to the preliminary inquiry results, taking into account the effective subscription multiple, the issuer's fundamentals, the industry, the valuation level of comparable companies, the market environment, the demand for raised funds and underwriting risks. The issuing price of this offering shall not exceed the lower of the median and weighted average of offline investors' quotation after excluding the highest quotation and the median and weighted average of public funds, social security funds, pensions, enterprise annuity funds and insurance funds after excluding the highest quotation. Any investor who participates in the subscription shall be deemed to have accepted the issue price; If there is any objection to the offering price and pricing method, it will not participate in the offering.
(7) Investors should pay full attention to the risk factors contained in the marketization of pricing, 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 co lead underwriters cannot guarantee that the shares will not fall below the issue price after listing.
