Zheshang Securities Co.Ltd(601878)
About Dianguang Explosion-Proof Technology Co.Ltd(002730)
Letter of recommendation for non-public offering of shares
Shenzhen Stock Exchange:
With the approval of China Securities Regulatory Commission’s zjxk [2021] No. 107 document, Dianguang Explosion-Proof Technology Co.Ltd(002730) (hereinafter referred to as ” Dianguang Explosion-Proof Technology Co.Ltd(002730) “, “issuer” or “company”) has privately issued 39405880 shares in January 2022, with an issue price of 9.51 yuan / share and a total raised capital of 374749918.80 yuan. Zheshang Securities Co.Ltd(601878) (hereinafter referred to as ” Zheshang Securities Co.Ltd(601878) “, “sponsor” or “the sponsor”) as the sponsor of Dianguang Explosion-Proof Technology Co.Ltd(002730) this non-public offering of a shares, believes that Dianguang Explosion-Proof Technology Co.Ltd(002730) this non-public offering of A-Shares complies with the securities law of the people’s Republic of China (hereinafter referred to as “Securities Law”) and the company law of the people’s Republic of China (hereinafter referred to as “company law”) In accordance with the provisions of the detailed rules for the implementation of non-public offering of shares by listed companies, the measures for the administration of securities issuance by listed companies, the stock listing rules of Shenzhen Stock Exchange and other relevant laws and regulations, it is hereby recommended that the shares issued this time be listed and traded in your exchange. The relevant information is reported as follows: I. overview of the issuer (I) basic information of the issuer
Chinese name Dianguang Explosion-Proof Technology Co.Ltd(002730)
English Name: Dianguang expansion proof Technology Co., Ltd
Stock abbreviation Dianguang Explosion-Proof Technology Co.Ltd(002730)
Shenzhen stock exchange where the shares are listed
Stock code 002730
Legal representative: Shi Xiaoxia
Unified social credit code 9133000014553840×5
Share capital: RMB 322674000 (before issuance)
362079880 yuan (after issuance)
Date of establishment: September 2, 1998
Registered address: No. 180, Weiwu Road, Yueqing Economic Development Zone, Zhejiang Province
Office address: No. 180, Weiwu Road, Yueqing Economic Development Zone, Zhejiang Province
Postal Code: 325600
Tel: 0577-61666333
Fax: 0577-62666111
Explosion proof electrical appliances, explosion-proof switches, vacuum contactors, circuit breakers, high and low voltage electrical appliances and equipment, mechanical accessories, electronic components, motors, instruments (excluding measuring instruments), testing equipment, wires and cables, hardware tools, high and low voltage switchgear, explosion-proof lamps, explosion-proof communication business scope, communication monitoring equipment Manufacturing and sales of mine integrated automation system, coal electric drill and mine safety and risk avoidance system, software development, steel sales, import and export of goods and technology, installation, repair, maintenance and technical services of explosion-proof electrical appliances and explosion-proof electrical products. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments)
(II) main business and main products of the issuer
The issuer’s main business is the manufacturing sector. Its main products are divided into three categories: intelligent equipment and system products, mining explosion-proof switches and power equipment, including 5g + intelligent mine system, automation system, power monitoring system, intelligent high (low) voltage explosion-proof electrical switch, intelligent multi-functional combination switch, feed switch, combined feed switch, modular feed switch Starter, combined starter, soft starter, frequency converter, substation, mobile substation, power center, complete power distribution equipment and other mining explosion-proof products; Professional lighting (photoelectric, explosion-proof, three prevention), explosion-proof electrical appliances, three prevention electrical appliances and other factory explosion-proof series products; Intelligent metering equipment, each series of single (III) phase metering boxes, multi combination metering boxes, special low-voltage distribution cabinet for power, high and low-voltage cable distribution box, SMC electrical equipment box, outdoor high-voltage fuse and other power equipment series products. The products basically cover the power supply, distribution and power receiving equipment in the underground coal mine and chemical production power system, as well as various fields of general production and life. They are widely used in coal mine, petroleum, petrochemical, natural gas, electric power (State Grid, China Southern Power Grid), metallurgy, railway and other industries. (III) main financial data and financial indicators of the issuer
Tianjian Certified Public Accountants (special general partnership) audited the issuer’s financial reports for 2018, 2019 and 2020, and issued standard unqualified audit reports (tianjianshen [2019] No. 4908, tianjianshen [2020] No. 4268 and tianjianshen [2021] No. 4728). The financial data of the issuer from January to September 2021 have not been audited.
1. Main financial data of the issuer in recent three years and one period
(1) Main data of consolidated balance sheet
Unit: 10000 yuan
Project 2021.9.30 2020.12.31 2019.12.31 2018.12.31
Current assets 96522.88 88505.92 97830.70 108180.25
Non current assets 38796.81 40378.53 60199.59 64810.55
Total assets 135319.69 128884.45 158030.29 172990.80
Current liabilities 31134.02 27232.74 52783.61 71409.30
Non current liabilities 1154.64 1159.54 1234.08 1129.18
Total liabilities 32288.67 28392.28 54017.69 72538.48
Owner’s equity 103031.02 100492.17 104012.59 100452.32
Owner’s equity attributable to the parent company 102763.03 100165.59 96841.14 94195.72
(2) Main data of consolidated income statement
Unit: 10000 yuan
Project: January September 2021, 2020, 2019, 2018
Operating income 59184.98 80812.78 100253.07 93897.02
Operating profit 5323.70 6508.16 6885.39 7800.05
Total profit 5192.00 6443.82 6857.10 7749.06
Net profit 5120.25 5543.97 5002.83 6270.80
Net profit attributable to owners of parent company 5178.82 5638.70 4286.18 5716.96
Net profit attributable to shareholders of parent company after deducting non recurring profit and loss: 5250.76 4176.35 2760.79 5563.95
(3) Main data of consolidated cash flow statement
Unit: 10000 yuan
Project: January September 2021, 2020, 2019, 2018
Net cash flow from operating activities 9276.42 10855.47 22785.06 4137.11
Net cash flow from investment activities -1493.22 12581.99 -3455.90 -5873.47
Net cash flow from financing activities -3512.17 -24611.19 -24399.15 7573.23
2. Main financial indicators of the issuer in recent three years
Project 2021.9.30/ 2020.12.31 / 2019.12.31 / 2018.12.31 / January September 2021 2020 2019 2018
Current ratio (Times) 3.10 3.25 1.85 1.51
Quick ratio (Times) 2.49 2.68 1.52 1.24
Asset liability ratio (consolidated) (%) 23.86 22.03 34.18 41.93
Accounts receivable turnover rate (Times) 1.33 1.67 1.88 1.80
Inventory turnover rate (Times) 2.69 3.97 4.26 3.82
Weighted average return on net assets (%) 5.04 5.72 4.49 6.23
Basic earnings per share (yuan) 0.16 0.17 0.13 0.18
Diluted earnings per share (yuan) 0.16 0.17 0.13 0.18
2、 Issuance of shares applying for listing (I) types of shares
The type of shares listed this time is RMB common shares (A shares) listed in China.
(II) par value per share
The par value of the shares listed this time is RMB 1.00/share.
(III) issuance method
This offering adopts the method of non-public offering to specific objects. (IV) issue price
The non-public offering adopts the method of investor bidding to determine the issue price, and the final issue price is 9.51 yuan / share, which is no less than 80% of the average trading price of the company’s shares 20 trading days before the pricing benchmark date of the non-public offering (the first day of the issuance period). (V) issued quantity
The number of shares in this non-public offering is 39405880 shares, which does not exceed the maximum number of 96802200 shares approved by the board of directors and the general meeting of shareholders and approved by the CSRC.
The total amount of funds raised in this issuance is 374.7499 million yuan. After deducting the issuance expenses (including underwriting expenses, recommendation expenses, lawyer fees, audit and capital verification expenses, etc.) of 5.6391 million yuan (excluding deductible VAT input tax), the actual net amount of funds raised is 369.1109 million yuan. (VII) issuing object, number of shares allotted, amount of shares allotted and share locking
The issuance object is finally determined as 16 specific objects, which complies with the relevant provisions of laws and regulations such as the measures for the administration of securities issuance of listed companies and the detailed rules for the implementation of non-public development of shares by listed companies.
In this non-public offering, the issuing object and the number of shares allocated shall be determined according to the principle of price priority. The final issuing objects are as follows:
No. name of issuing object placing quantity (shares) placing amount (yuan) locking period