Anhui Tongguan copper foil Group Co., Ltd
Initial public offering and listing on GEM
Announcement of preliminary placement results of offline issuance
Sponsor (co lead underwriter): Guotai Junan Securities Co.Ltd(601211)
Co lead underwriter: Ping An Securities Co., Ltd
hot tip
The application of Anhui Tongguan copper foil Group Co., Ltd. (hereinafter referred to as the "issuer" or "company") for the initial public offering of 207253886 ordinary shares (A shares) (hereinafter referred to as "this offering") has been examined and approved by the GEM Listing Committee of Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange"), It has been approved for registration by China Securities Regulatory Commission (hereinafter referred to as "CSRC") (zjxk [2021] No. 3834).
Guotai Junan Securities Co.Ltd(601211) (hereinafter referred to as "sponsor (co lead underwriter)", "co lead underwriter" or " Guotai Junan Securities Co.Ltd(601211) ") serves as the sponsor (co lead underwriter) of this offering, and Ping An Securities Co., Ltd. (hereinafter referred to as "co lead underwriter" or "Ping An Securities") serves as the co lead underwriter of this offering.
The issuance is finally carried out by a combination of directional placement to strategic investors, offline inquiry placement to qualified investors (hereinafter referred to as "offline issuance") and online pricing issuance to social public investors holding non restricted A-Shares and non restricted depositary receipts market value in Shenzhen market (hereinafter referred to as "online issuance").
The issuer and the joint lead underwriters negotiated and determined that the number of shares to be issued this time is 207253886, and the issue price is RMB 17.27/share. The issuing price of this offering does not exceed the median and weighted average of the offline investors' quotation after excluding the highest quotation, as well as the Securities Investment Fund (hereinafter referred to as "public fund"), the National Social Security Fund (hereinafter referred to as "social security fund"), the basic old-age insurance fund (hereinafter referred to as "pension") established through public offering after excluding the highest quotation The enterprise annuity fund (hereinafter referred to as "enterprise annuity fund") established in accordance with the measures for the administration of enterprise annuity fund and the insurance fund (hereinafter referred to as "insurance fund") in accordance with the measures for the administration of the use of insurance funds and other provisions, whichever is lower, is 17.2723 yuan / share. According to item (IV) of Article 39 of the detailed rules for the implementation of securities issuance and underwriting business of initial public offering on the gem of Shenzhen Stock Exchange (revised in 2021) (SZS [2021] No. 919), the relevant subsidiary of the sponsor Guotai Junan Securities Co.Ltd(601211) securities margin Investment Co., Ltd. (hereinafter referred to as "securities margin investment") is not required to participate in this strategic placement, The number of shares initially participating in the follow-up investment of csyu investment will be fully transferred back to offline issuance.
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The initial strategic placement quantity of this issuance is 3108808200 shares, accounting for 15.00% of this issuance quantity. The final number of strategic placement was 4124145 shares, accounting for 1.99% of the number of shares issued this time. The difference between the initial strategic placement and the final strategic placement of 26963937 shares will be transferred back to offline issuance.
Finally, the issuance is carried out in a combination of directional placement to strategic investors, offline inquiry placement to qualified investors and online pricing issuance to social public investors holding non restricted A-Shares or non restricted depositary receipts in Shenzhen market.
After the strategic placement callback and before the online and offline callback mechanism was launched, the number of offline issued shares was 167896741, accounting for 82.65% of the number issued after deducting the final strategic placement; The number of shares issued online was 35.233 million, accounting for 17.35% of the number issued after deducting the final strategic placement. According to the callback mechanism announced in the announcement of Anhui Tongguan copper foil Group Co., Ltd. on initial public offering and listing on the gem (hereinafter referred to as the "issuance announcement"), the issuer and the co lead underwriters decided to start the callback mechanism because the initial effective subscription multiple on the Internet was 5958.47467 times, higher than 100 times, 40.626 million shares were transferred back from offline to online. After the call back, the final number of offline issuance was 12727074100 shares, accounting for 62.65% of the total amount of this issuance after deducting the final strategic placement; The final number of shares issued online was 75.859000 million, accounting for 37.35% of the total issued after deducting the final strategic placement. After the call back, the final winning rate of this online pricing issuance is 0.0361345285%, and the subscription multiple is 2767.43614 times.
Please pay attention to the payment link of this offering and fulfill the payment obligation in time on January 20, 2022 (T + 2). The details are as follows:
1. According to this announcement, offline investors shall timely and fully pay the subscription funds for new shares according to the final issuance price and preliminary placement quantity before 16:00 on January 20 (T + 2) 2022. 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 winning the lot in the subscription of new shares, online investors shall fulfill the obligation of capital delivery in accordance with the announcement of the results of Anhui Tongguan copper foil Group Co., Ltd. initial public offering and online lottery for listing on the gem, so as to ensure that their capital account will eventually have sufficient capital for the subscription of new shares on January 20 (T + 2) 2022, and the insufficient part shall be deemed to have given up the subscription, The resulting consequences and relevant legal liabilities shall be borne by the investors themselves. The investor's fund transfer shall comply with the relevant provisions of the securities company where the investor is located.
The shares that offline and online investors give up to subscribe for are underwritten by the joint lead underwriters.
2. Among the shares issued this time, the shares issued online have no circulation restrictions and restricted sales period arrangements, and can be circulated from the date of listing of the shares issued this time on the Shenzhen Stock Exchange.
The offline issuance part adopts the proportional sales restriction method, and the offline investors shall promise that the sales restriction period of 10% (rounded up) of the number of shares allocated to them is 6 months from the date of the issuer's initial public offering and listing. That is, among the shares allocated to each placing object, 90% of the shares are sold indefinitely and can be circulated from the date when the issued shares are listed and traded on the Shenzhen Stock Exchange; The sales restriction period of 10% of the shares is 6 months, which shall be calculated from the date of listing and trading of the issued shares on the Shenzhen Stock Exchange.
When offline investors participate in the preliminary inquiry and quotation and offline subscription, they do not need to fill in the arrangement of the sales restriction period for the placing objects under their management. Once the quotation is made, it is deemed to accept the arrangement of the online sales restriction period disclosed in this announcement.
In terms of strategic placement, Tongguan copper foil No. 1 asset management plan promises that the restricted sale period of the allocated shares is 12 months, and the restricted sale period starts from the date of listing of the publicly issued shares on the Shenzhen Stock Exchange. After the expiration of the sales restriction period, the reduction of the allocated shares by the strategic investors shall be subject to the relevant provisions of the CSRC and the Shenzhen Stock Exchange on share reduction. 3. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of this public offering, the issuer and the joint lead underwriter will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
4. If the offline investors who provide effective quotation fail to participate in the subscription or the offline investors who obtain the preliminary placement fail to pay the subscription amount in time and in full, it will be deemed as a breach of contract and shall bear the liability for breach of contract. The joint lead underwriters shall report the breach of contract to the China Securities Association for the record. The number of violations of the placing object in the scientific and technological innovation board, gem, motherboard and other sectors shall be calculated together. During the period of being included in the restricted list, the placing object shall not participate in the offline inquiry and placement of projects related to science and innovation board, gem, motherboard and other sectors.
If the online investor fails to make full payment after winning the lottery for 3 times in a row within 12 months, it shall not participate in the online subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds within 6 months (calculated as 180 natural days, including the next day) from the next day of the settlement participant's latest declaration of abandonment of subscription. 5. Once this announcement is published, it shall be deemed to have served the notice of allocated payment to the offline investors participating in offline subscription. 1、 Strategic placement
On January 14, 2022 (T-2), according to the preliminary inquiry results, the issuer and the joint lead underwriters negotiated and determined that the issue price was 17.27 yuan / share, and the issue price did not exceed the lower of the "four values", so the margin investment of the relevant subsidiary of the sponsor did not need to participate in the strategic placement of the issue, The number of shares initially participating in the follow-up investment of csyu investment will be fully transferred back to offline issuance. According to the final price, the final strategic placement number of Tongguan copper foil No. 1 asset management plan is 4124145 shares, accounting for 1.99% of the number of shares issued this time.
As of January 13, 2022 (T-3), Zhengyu investment has paid the subscription capital of RMB 150 million in full and on time, and Tongguan copper foil No. 1 asset management plan has paid the subscription capital of RMB 71.224 million in full and on time. If the initial payment amount exceeds the amount corresponding to the final number of allocated shares, the co lead underwriters will return it according to the original payment path before January 24, 2022 (T + 4). According to the relevant agreements in the strategic placement agreement signed by the issuer and strategic investors, the strategic placement results of this issuance are determined as follows:
No. name of strategic investor number of allocated shares (10000 shares) amount allocated (10000 yuan) sales restriction period
1 copper crown copper foil No. 1 capital 412.4145 7122.3984 12 months
Management plan
Total 412.4145 7122.3984 -
2、 Offline issuance and subscription and preliminary placement results
(I) offline issuance and subscription
According to the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]), the special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21), the practical implementation rules for the issuance and underwriting of initial public offerings on the gem of Shenzhen Stock Exchange (revised in 2022) (SZS [2021] No. 919) Detailed rules for the implementation of offline issuance of initial public offerings in Shenzhen market (revised in 2020) (SZS [2020] No. 483), code for underwriting of initial public offerings under the registration system (zsxf [2021] No. 213), detailed rules for the management of offline investors in initial public offerings (zsxf [2018] No. 142) The joint lead underwriters have verified and confirmed the qualification of investors participating in offline subscription according to the relevant regulations such as the management rules for offline investors of initial public offering under the registration system (Zhong Zheng Xie Fa [2021] No. 212). According to the effective subscription results finally received by the offline issuance electronic platform of Shenzhen Stock Exchange, the joint lead underwriters make the following statistics:
The offline subscription of this offering has been completed on January 18, 2022 (t day). After verification, it is confirmed that all the 6006 effective quotation placement objects managed by 238 offline investors disclosed in the issuance announcement have made offline subscription in accordance with the requirements of the issuance announcement, and the number of offline subscription is 222959 million shares.
(II) preliminary offline placement results
According to the offline placement principles and calculation methods published in the announcement on initial public offering and listing on gem of Anhui Tongguan copper foil Group Co., Ltd. (hereinafter referred to as the "announcement on preliminary inquiry and recommendation"), the issuer and the joint principal underwriters made a preliminary placement of offline issued shares, The effective subscription and preliminary placement of various offline investors are shown in the table below:
The proportion of the number of effective subscription shares of the placing object class in the total number of effective subscription shares and the proportion of the initial placement shares in the number of ultimate offline investors (10000 shares) (shares) issued
example
Class a investors 16901450 75.81% 96521084 75.84% 0.05710836%
Class B investors 156640 0.70% 894140 0.70% 0.05708257%
Class C investors 5237810 23.49% 29855517 23.46% 0.05699935%
Total 22295900 100.00% 127270741 100.00% -
Note: if the total is inconsistent with the mantissa of the sum of the sub item values, it is caused by rounding.
There are no zero shares in this placement.
The above placement arrangements and results comply with the placement principles published in the preliminary inquiry and promotion announcement. Finally, the allocation of each placement object is detailed in the "attached table: preliminary placement details of offline investors". 3、 Contact information of CO lead underwriters
If the above placing objects have any questions about the offline preliminary placing results announced in this announcement, please contact the lead underwriter of this offering. The specific contact information is as follows: 1. Recommendation institution (co lead underwriter): Guotai Junan Securities Co.Ltd(601211)
Tel.: 021-38676888
Contact: capital market department 2. Co lead underwriter
