Stock abbreviation: Maiwei biotechnology Stock Code: 688062 Maiwei (Shanghai) Biotechnology Co., Ltd
Mabwell (Shanghai) Bioscience Co., Ltd.
(room 105, building 2, No. 230 Cailun Road, China (Shanghai) pilot Free Trade Zone)
Initial public offering
Listing announcement of science and Technology Innovation Board
Sponsor (lead underwriter)
(No. 689, Guangdong Road, Shanghai)
January 17, 2022
hot tip
The shares of Maiwei (Shanghai) Biotechnology Co., Ltd. (hereinafter referred to as “Maiwei biology”, “issuer”, “company” and “the company”) will be listed on the science and Innovation Board of Shanghai Stock Exchange on January 18, 2022. The company reminds investors to fully understand the stock market risks and the risk factors disclosed by the company, avoid blindly following the trend of “speculation” in the initial stage of IPO, and make prudent decision and rational investment.
Section I important statements and tips
1、 Important statement
The company and all directors, supervisors and senior managers guarantee that the information disclosed in the listing announcement is true, accurate and complete, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.
The opinions of Shanghai Stock Exchange and relevant government authorities on the listing of the company’s shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read and publish on the website of Shanghai Stock Exchange（ http://www.sse.com.cn. ）The contents of the “risk factors” chapter of the company’s prospectus, pay attention to risks, make prudent decisions and make rational investment.
The company reminds the majority of investors that investors are invited to refer to the full text of the company’s prospectus for relevant contents not involved in this listing announcement.
Unless otherwise specified, the abbreviations or terms in this listing announcement shall have the same meanings as those in the prospectus of the company’s initial public offering of shares. 2、 Risk tips
The company reminds investors to pay attention to the investment risk at the initial stage of IPO (hereinafter referred to as “new shares”), and reminds investors to fully understand the trading risk and rationally participate in the trading of new shares, as follows: (I) the stock trading risk caused by the relaxation of price limit
On the first day of listing of new shares on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange, the increase limit ratio is 44%, the decrease limit ratio is 36%, and the increase and decrease limit ratio from the next trading day is 10%.
According to the special provisions on stock trading on the science and Innovation Board of Shanghai Stock Exchange, the proportion of rise and fall of competitive trading of shares on the science and innovation board is 20%, and there is no limit on price rise and fall in the first five trading days after the IPO. There is a more severe risk of stock price fluctuation on the Kechuang board than that on the main board of Shanghai Stock Exchange and Shenzhen Stock Exchange.
(II) risk of a small number of circulating shares
At the initial stage of listing, the share lock period of the original shareholders is 12 to 36 months, the follow-up lock period of the sponsor is 24 months, and the lock period of the online lower limit share sale is 6 months. The total share capital of the company after the issuance is 399.6 million shares, of which 88.920011 shares are non tradable shares at the initial stage of the IPO, accounting for 22.25% of the total share capital after the issuance. At the initial stage of listing, the number of circulating shares is small, and there is a risk of insufficient liquidity. (III) market research rate and comparison of comparable companies in the same industry
The issuer’s industry is pharmaceutical manufacturing (C27). The issuance price is 34.80 yuan / share, the corresponding market value of the company is 13.906 billion yuan, and the company’s R & D expenses in 2020 are 581 million yuan, The issuance price corresponds to the market research rate after the issuance of 23.92 times (the R & D cost per share is calculated by dividing the R & D cost audited by an accounting firm in 2020 in accordance with Chinese accounting standards by the total share capital after the issuance). As of December 29, 2021 (T-3), the average market research rate of comparable listed companies similar to the issuer’s business and business model is 64.35 times. The market research rate of the issuer is lower than the average level of A-share comparable listed companies. Since the discoverer has not yet achieved profit and the P / E ratio standard is not applicable, the company reminds investors of the possible risk of loss caused by the decline of share price in the future. (IV) risk that can be regarded as the subject matter of margin trading on the first day of stock listing
On the first day of listing, the shares on the science and innovation board can be used as the subject of margin trading, which may produce certain price fluctuation risk, market risk, margin call risk and liquidity risk. Price fluctuation risk means that margin trading will aggravate the price fluctuation of the underlying stock; Market risk means that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the changes in the original stock price, but also the risks caused by the changes in the stock price of new investment, and pay corresponding interest; Margin increase risk means that investors need to monitor the guarantee ratio level throughout the transaction process to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk refers to that when the price of the underlying stock fluctuates violently, the financed purchase of securities or the repayment of securities, the sale of securities or the repayment of securities may be blocked, resulting in greater liquidity risk. 3、 Special risk tips
The following “reporting period” refers to 2018, 2019, 2020 and January June 2021.
(I) there is no risk of unprofitable and continuous loss of the company due to the listing and sales of products
As of the signing date of this listing announcement, all varieties of the company are in the R & D stage, have not carried out commercial production and sales, and have not realized sales revenue of drugs. The company has not made profits and has accumulated outstanding losses: December 31, 2018, December 31, 2019, December 31, 2020 and June 30, 2021, The company’s accumulated outstanding losses were 400.6468 million yuan, 132.854088 million yuan, 97.30955 million yuan and 131.24856 million yuan respectively. In the future, the company is expected to continue to make losses, and the accumulated outstanding losses will continue to expand. (II) risk of large-scale R & D investment expected in the future
During the reporting period, the company invested a lot of money in preclinical research, clinical trials and preparation for new drugs. In 2018, 2019, 2020 and January June 2021, the company’s R & D expenses were 169071900 yuan, 363044800 yuan, 581329700 yuan and 261929800 yuan respectively.
As of the signing date of this listing announcement, the company’s product pipeline has 15 varieties under research, and its development businesses such as preclinical research, clinical trial and preparation for new drugs before listing still need to continue large-scale R & D investment. (III) there is uncertainty risk in the listing of main varieties under research
Due to the uncertainty of whether the research data at each stage meet the review and approval requirements (whether the review and approval requirements change or not) in the new drug R & D and marketing application stage, the company can not guarantee that the research data obtained from the varieties under research can meet the review and approval requirements, so as to ensure that the new drugs developed can be approved by the regulatory authority for marketing. (IV) failure to make profits may result in termination of listing
The company will continue to invest in large-scale R & D in the next few years, and the corresponding varieties of the company’s R & D expenditure will be treated as expenses before obtaining the approval for the listing of new drugs. Therefore, the unprofitable state after listing is expected to continue, and the accumulated outstanding losses may continue to expand. If the company triggers the financial status specified in article 12.4.2 of the Listing Rules of Shanghai Stock Exchange Kechuang board shares in the fourth full fiscal year since the listing date, that is, the audited net profit (including retroactive restatement) before or after deducting non recurring profits and losses is negative, and the operating income (including retroactive restatement) is less than 100 million yuan, Or the audited net assets (including retroactive restatement) are negative, which will cause the company to trigger delisting conditions. If the company’s main product research and development fails or fails to obtain drug listing approval after listing, and the company has no other business or products meet the requirements of item 5 of article 2.1.2 of the Listing Rules of science and Innovation Board of Shanghai Stock Exchange, the company will also trigger delisting conditions. According to the measures for continuous supervision of listed companies on the science and Innovation Board (Trial), if the company touches the criteria for termination of listing, the listing of shares shall be terminated directly, and the procedures for suspension, resumption and re listing shall no longer apply. (V) risks of 9mw0113, 9mw0311 and 9mw0321
As of the signing date of this listing announcement, the new drug listing application of 9mw0113 jointly developed by the company and Shanghai Junshi Biosciences Co.Ltd(688180) has been accepted and is expected to be approved in the first quarter of 2022; The drug marketing license application of the company’s independently developed varieties 9mw0311 and 9mw0321 has been accepted in December 2021, and 9mw0311 and 9mw0321 are expected to be approved in 2023. If 9mw0113, 9mw0311 and 9mw0321 fail to pass the listing approval, the company will not generate drug sales revenue before 2023, which will have an adverse impact on the company’s business, financial status, operating performance and prospects.
9mw0113, 9mw0311 and 9mw0321 are biological analogues, and there is a risk that the commercial value will be reduced due to the failure to obtain the extrapolation of indications. After 9mw0113, 9mw0311 and 9mw0321 were approved for listing as scheduled, the market competition was fierce, and they were faced with the price pressure brought by the centralized procurement of biological similar drugs, resulting in the risk of reducing the commercial value of 9mw0113, 9mw0311 and 9mw0321 after listing. (VI) risks of key registered clinical varieties
As of the signing date of this listing announcement, three varieties of the company, including 8mw0511, 9mw0211 and 9mw0813, are in the key clinical stage of registration. Among the above varieties, 9mw0813 is a biological analogue, and 8mw0511 and 9mw0211 are innovative drugs with mature targets. The above varieties have the risk of key registration clinical failure or R & D failure caused by failing to reach the primary and secondary clinical endpoints. At the same time, after the above products are listed, the market competition is fierce and there is a risk of reducing commercial value. (VII) risk of early clinical stage and obtaining clinical implied license varieties
The company’s 9mw3311, 9mw1111, 9mw1411, 6mw3211 and 9mw1911 are in the early clinical (phase I / II clinical) trial stage, and 9mw2821 has obtained the implied license of clinical trial. Among the above varieties, 9mw1111 is an innovative drug with mature targets, and 9mw3311, 9mw1411, 9mw1911, 6mw3211 and 9mw2821 are innovative drugs with rapid follow-up of popular targets. The above varieties have a great risk of clinical trial failure. (VIII) risk of preclinical varieties
8mw2311, 6mw3411 and 9mw3011 are in preclinical research stage. Among the above varieties, 8mw2311 is an innovative drug for rapid follow-up of popular targets, and 6mw3411 and 9mw3011 are potential first drugs of the same kind. The above varieties have a higher risk of target failure, molecular failure and clinical trial failure. (IX) risk of centralized procurement of biological products
The research and development cost of biological products is high, the manufacturing is difficult, the entry threshold of the industry is high, and the sales unit price of biological products is also high. If biological products participate in centralized volume procurement in the future, it will reduce the sales price of biological products, reduce the gross profit margin of biological products and reduce the profitability of the enterprise. (x) risk of failure to realize commercialization expectation
As of the signing date of this listing announcement, the company’s products are in the R & D stage, no products have obtained the listing license, and no products have achieved sales revenue. The company cannot ensure that the varieties under research can obtain the marketing license, and even if the marketing license of the drug regulatory authority is obtained and the commercialization production is realized as planned, the commercialization expectation of the above varieties under research may not be realized due to fierce competition, poor sales or improper pricing. （11） The risk of the impact of the resignation of Zhongyuan technology shareholders and some key technical personnel on the issuer’s continuous innovation and continuous R & D capability in the historical acquisition process of the issuer and the actual controller
The issuer has a research and development pipeline composed of 15 varieties under research, of which 9mw0211, 9mw0311, 9mw0321 and 8mw0511 are the varieties approved and developed by Taikang biology before the acquisition by the issuer’s actual controller, which is the subject achievement of the national “major new drug creation”. The start and end time of the major new drug creation project is from January 2012 to December 2016, The acceptance date is March 2019. Qiu Jiwan and Huang Yanshan, the original shareholders of Taikang biotechnology, resigned in January 2015, resulting in Taikang biotechnology no longer having the ability of molecular design and transformation of recombinant protein products. Among the 19 researchers of major new drug creation projects undertaken by Taikang biology, 10 such as Yu Guoliang and Yan Shousheng, the project leaders, successively resigned from January 2015 to 2020. Jianxin Chen, the former core employee of the subsidiary dexteri, resigned at the end of 2017. Wang Lichun, general manager of Puming biology, a subsidiary, resigned in February 2021. After the establishment of the issuer, core technicians such as Liu Datao, Du Xin, Zhang Jinchao, Guo Yinhan, Wang Shuhai and Hu Huiguo were introduced to form a 45 member key technical personnel team. After the resignation of the original technical shareholder and key technical personnel of Taikang biology, eight key technical personnel such as Xie Ning and Ding Mansheng took over the operation and management of Taikang biology. After Jianxin Chen resigned, The company has trained key technicians such as Li Gang, Wang Min, Wang An, Tang Peiyi and Ouyangzi to take over the work of Jianxin Chen, and further strengthened the issuer’s process development and quality research system. GUI Xun took over Wang Lichun to be responsible for the management and technical development of Puming biology, so that the issuer still has the ability of continuous innovation and continuous R & D
