Guangdong Weide Information Technology Co., Ltd
Initial public offering and listing on the science and Innovation Board
Special announcement on investment risk
Sponsor (lead underwriter): Citic Securities Company Limited(600030)
The application of Guangdong Weide Information Technology Co., Ltd. (hereinafter referred to as the “issuer”) for initial public offering of RMB common shares (A shares) and listing on the science and Innovation Board (hereinafter referred to as the “issuance”) was examined and approved by the stock listing committee of the science and innovation board of Shanghai Stock Exchange (hereinafter referred to as the “Shanghai Stock Exchange”) on November 9, 2020, It has been approved for registration by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) in zjxk [2021] No. 3836.
After negotiation between the issuer and the recommendation institution (lead underwriter) Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ” or “recommendation institution (lead underwriter)”), it is determined that the number of shares issued this time is 20943400, all of which are new public shares. The offering will be implemented through the trading system of Shanghai Stock Exchange and the offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as the “subscription platform”) on January 18, 2022 (t day). The issuer and the recommendation institution (lead underwriter) specially draw investors\’ attention to the following contents:
1. This offering adopts directional placement to strategic investors (hereinafter referred to as “strategic placement”) and offline inquiry placement to qualified investors (hereinafter referred to as “offline issuance”) Online pricing issuance (hereinafter referred to as “online issuance”) to social public investors holding non restricted A-Shares and the market value of non restricted depositary receipts in Shanghai market.
The strategic placement, preliminary inquiry and online and offline issuance of this offering shall be organized and implemented by the sponsor (lead underwriter). The strategic placement is conducted at the sponsor (lead underwriter), and the preliminary inquiry and offline issuance are through the subscription platform（ https://ipo.uap.sse.com.cn./ipo ）Implementation; Online issuance is implemented through the trading system of Shanghai Stock Exchange.
In this offering, the strategic placement investor is only the relevant subsidiary of the sponsor, and the follow-up investor is Citic Securities Company Limited(600030) Investment Co., Ltd. (hereinafter referred to as “CSI investment”).
2. The issuer and the recommendation institution (lead underwriter) will directly determine the issuance price through offline preliminary inquiry, and offline cumulative bidding inquiry will not be conducted.
3. After the preliminary inquiry, the issuer and the sponsor (lead underwriter) shall, in accordance with the exclusion rules stipulated in the announcement on the issuance arrangement and preliminary inquiry of Guangdong Weide Information Technology Co., Ltd. for initial public offering and listing on the science and Innovation Board (hereinafter referred to as the announcement on the issuance arrangement and preliminary inquiry), After excluding the preliminary inquiry results of investors who do not meet the requirements, all placing objects whose proposed subscription price is higher than 34.62 yuan / share (excluding 34.62 yuan / share) shall be eliminated by consensus; Among the placing objects whose proposed subscription price is 34.62 yuan / share, the number of subscription is equal to 7 million shares, and the subscription time is 14:52:47.076 on January 13, 2022, 8 placing objects are excluded from the back to the front according to the order of placing objects automatically generated by the subscription platform. A total of 113 placing objects were excluded in the above process, and the total number of proposed subscription excluded was 704.4 million shares, accounting for 1.0073% of the total number of 69926.6 million shares proposed to be purchased after excluding the quotation of unqualified investors in this preliminary inquiry. The excluded part shall not participate in offline and online subscription.
4. According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) comprehensively consider the issuer’s fundamentals, market conditions, valuation level of comparable listed companies in the same industry, demand for raised funds, underwriting risk and other factors, and negotiate to determine the issuance price of 28.68 yuan / share. The offline issuance will not conduct cumulative bidding inquiry. Investors are requested to make online and offline subscription at this price on January 18, 2022 (t day), and there is no need to pay the subscription fund. Among them, the offline subscription time is 9:30-15:00, and the online subscription time is 9:30-11:30 and 13:00-15:00.
5. The issue price is 28.68 yuan / share, and the corresponding P / E ratio is:
(1) 34.14 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 2020 by the total share capital before the issuance);
(2) 28.30 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 2020 by the total share capital before this issuance);
(3) 45.52 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 2020 by the total share capital after the issuance);
(4) 37.74 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 2020 by the total share capital after this issuance).
6. The issue price is 28.68 yuan / share. Investors are requested to judge the rationality of the issue price according to the following conditions.
(1) The offering price is 28.68 yuan / share, which is higher than the median and weighted average of the remaining quotations of offline investors after excluding the highest quotation, as well as securities investment funds and other partial share asset management products established by public offering (hereinafter referred to as “public offering products”) The lower of the median and weighted average (hereinafter referred to as “four numbers”) of the remaining quotations of the social security fund (hereinafter referred to as “social security fund”) and the basic endowment insurance fund (hereinafter referred to as “pension”) managed by the social security fund investment manager is 28.4126 yuan, with an excess of 0.94%.
Investors are reminded to pay attention to the difference between the offering price and the quotation of offline investors. See the quotation of offline investors published on the website of Shanghai Stock Exchange on the same day（ https://www.sse.com.cn. ）Announcement of Guangdong Weide Information Technology Co., Ltd. on initial public offering and listing on the science and Innovation Board (hereinafter referred to as the “issuance announcement”).
(2) According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the company belongs to the software and information technology service industry (I65). As of January 13, 2022 (T-3), the average static P / E ratio of the software and information technology service industry (I65) released by China Securities Index Co., Ltd. in the latest month was 61.14 times.
The issuance price of 28.68 yuan / share corresponds to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2020, which is 45.52 times, lower than the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd., but there is still a risk of loss to investors due to the decline of stock price in the future.
The issuer and the recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment rationally.
As of January 13, 2022 (T-3), the valuation level of comparable listed companies with main business and business model similar to that of the issuer is as follows:
Securities T-3 day shares 2020 deduction 2020 deduction 2020 static 2020 static code abbreviation ticket closing price non front EPS non rear EPS P / E ratio (after deduction of non P / E ratio (before deduction of non (yuan / share) (yuan / share))
002439.SZ Venustech Group Inc(002439) 27.40 0.8613 0.7528 31.81 36.40
688080.SH Beijing Inhand Networks Technology Co.Ltd(688080) 73.62 0.7709 0.6162 95.49 119.48
Securities T-3 day shares 2020 deduction 2020 deduction 2020 static 2020 static code abbreviation ticket closing price non front EPS non rear EPS P / E ratio (after deduction of non P / E ratio (before deduction of non (yuan / share) (yuan / share))
688168.SH Beijing Abt Networks Co.Ltd(688168) 61.26 0.8670 0.6258 70.66 97.89
Arithmetic mean 65.99 84.59
Data source: wind information, data as of January 13, 2022 (T-3).
Note 1: if there is any difference in the above figures, it is caused by rounding and retaining two decimal places.
Note 2: EPS before / after deduction of non recurring profit and loss in 2020 = net profit attributable to the parent before / after deduction of non recurring profit and loss in 2020 / total share capital on T-3 day.
Note 3: Zhuhai Hongrui (839036. NQ), a listed company on the new third board, is not included in the above table. Zhuhai Hongrui has no fair transactions in the secondary market
Price, not comparable
The issuance price of 28.68 yuan / share corresponds to the lower diluted P / E ratio of the issuer before and after deducting non recurring profits and losses in 2020, which is 45.52 times, lower than the average static P / E ratio of comparable companies in the same industry, but there is still a risk that the decline of the issuer’s share price will bring losses to investors in the future. The issuer and the recommendation institution (lead underwriter) remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment rationally.
(3) After the issue price is determined, the number of investors who have submitted effective quotations for the offline issue is
286, with 6803 managed placing objects, and the total number of effective proposed subscriptions is 44183.5 million shares, 3172.34 times the initial offline issuance scale before call back..
(4) The fund-raising demand amount disclosed in the letter of intent for initial public offering of shares by Guangdong Weide Information Technology Co., Ltd. and listing on the science and Innovation Board (hereinafter referred to as the “letter of intent”) is 420.4924 million yuan, the offering price is 28.68 yuan / share, and the corresponding financing scale is 600.6567 million yuan, which is higher than the above-mentioned fund-raising demand amount, The remaining funds after the actual net raised funds meet the needs of the raised investment project will be used for the working capital related to the company’s main business or used in accordance with the relevant provisions of the regulatory authority.
(5) 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 sponsor (lead underwriter) comprehensively consider the issuer’s fundamentals, market conditions, valuation level of comparable listed companies in the same industry, demand for raised funds, underwriting risk and other factors according to the preliminary inquiry results, Negotiate and determine the issue price. Any investor who participates in the subscription shall be deemed to have accepted the issue price; If there is any objection to the issue pricing method and issue price, it is recommended not to participate in this issue.
(6) Investors should pay full attention to the risk factors contained in the marketization of pricing, understand 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 sponsors (lead underwriters) cannot guarantee that the shares will not fall below the issue price after listing.
7. The issuer expects to use the raised capital of 420.4924 million yuan for this raised investment project. Based on the issuance price of 28.68 yuan / share and the number of new shares issued of 20943400 shares, the total amount of funds raised by the issuer is expected to be 600.6567 million yuan. After deducting the issuance cost of 80.0558 million yuan (excluding value-added tax), the net amount of funds raised is expected to be 52.6009 million yuan (if there is a mantissa difference, it is caused by rounding). There is a risk that the net asset scale will increase significantly due to the acquisition of raised funds, which will have an important impact on the issuer’s production and operation mode, operation management and risk control ability, financial status, profitability and long-term interests of shareholders. 8. The shares issued online this time are not subject to circulation restrictions and restricted sales period. They can be circulated from the date when the shares issued to the public are listed on the science and Innovation Board of Shanghai Stock Exchange.
In the offline issuance part, the allocated public offering products, pensions, social security funds, enterprise annuity funds established in accordance with the measures for the administration of enterprise annuity funds (hereinafter referred to as “enterprise annuity funds”), insurance funds (hereinafter referred to as “insurance funds”) in accordance with the measures for the administration of the use of insurance funds and other relevant provisions, and funds of qualified foreign institutional investors, 10% of the final allocated account (rounded up) shall promise that the holding period of the shares to be allocated this time is 6 months from the date of the issuer’s initial public offering and listing, and the aforesaid placing object account will be determined by lottery. The shares allocated to the placement target account managed by offline investors that have not been selected have no circulation restrictions and restricted sales arrangements, and can be circulated from the date of listing and trading of the issued shares on the Shanghai Stock Exchange.
In terms of strategic placement, the restricted period of the shares allocated to CSI this time is 24 months, which shall be calculated from the date of listing of the shares issued to the public on the Shanghai Stock Exchange.
9. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
10. For this issuance and subscription, any placing object can only choose offline issuance or online issuance for subscription. All placing objects participating in the preliminary inquiry, whether or not the quotation is valid, can no longer participate in the online issuance. Investors who participate in the subscription of online public offering shares can only use one securities account. Where the same investor uses multiple securities accounts to participate in the subscription of the same new share, and the investor uses the same securities account to participate in the same subscription for many times
