Hualan Biological Engineering Inc(002007) vaccine Co., Ltd
Initial public offering and listing on GEM
Preliminary inquiry and promotion announcement
Sponsor (lead underwriter): Huatai United Securities Co., Ltd
hot tip
Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. (hereinafter referred to as “Hualan vaccine”, “issuer” or “company”) in accordance with the administrative measures for securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as “administrative measures”) issued by China Securities Regulatory Commission (hereinafter referred to as “CSRC”) Measures for the administration of the registration of initial public offerings on the gem (for Trial Implementation) (CSRC order [No. 167]), special provisions on the issuance and underwriting of initial public offerings on the gem (CSRC announcement [2021] No. 21) (hereinafter referred to as “special provisions”), Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) promulgated the detailed rules for the implementation of Shenzhen Stock Exchange’s gem IPO and underwriting business (revised in 2021) (SZS [2021] No. 919) (hereinafter referred to as “detailed rules for the implementation”) Detailed rules for the implementation of offline IPO in Shenzhen market (revised in 2020) (SZS [2020] No. 483, hereinafter referred to as the detailed rules for the implementation of offline IPO), detailed rules for the implementation of online IPO in Shenzhen market (SZS [2018] No. 279, hereinafter referred to as the detailed rules for the implementation of online IPO) The China Securities Association (hereinafter referred to as the “Securities Association”) promulgated the code for underwriting initial public offerings under the registration system (zsxf [2021] No. 213), the detailed rules for the administration of offline investors in initial public offerings (zsxf [2018] No. 142) Relevant provisions such as the management rules for offline investors of initial public offering under the registration system (Zhong Zheng Xie Fa [2021] No. 212, hereinafter referred to as the “management rules for offline investors under the registration system”) and the rules for placement of initial public offering shares (Zhong Zheng Xie Fa [2018] No. 142), As well as the relevant provisions of the Shenzhen Stock Exchange on stock issuance and listing rules and the latest operating guidelines, IPO and listing on the gem.
The initial inquiry and offline subscription of this offering are conducted through the offline issuance electronic platform of Shenzhen Stock Exchange (hereinafter referred to as the “offline issuance electronic platform”) and the registration and settlement platform of China Securities Depository and Clearing Co., Ltd. Shenzhen Branch (hereinafter referred to as the “Shenzhen Branch of China Securities Depository and Clearing Co., Ltd.). Investors are invited to carefully read this announcement. For details of preliminary inquiry and electronic offline issuance, please refer to the website of Shenzhen Stock Exchange (www.szse. CN.) The published rules for the implementation of offline issuance and other relevant provisions.
Investors are kindly requested to focus on the issuance method, issuance process, call back mechanism, online and offline subscription and payment, stock abandonment, etc. the specific contents are as follows:
1. The offline issuance and Subscription Date and the online subscription date are both February 8, 2022 (t day), of which the offline subscription time is 9:30-15:00, and the online subscription time is 9:15-11:30 and 13:00-15:00. Investors do not need to pay subscription funds when making online and offline subscription on February 8, 2022 (t day).
2. All offline investors who intend to participate in this preliminary inquiry and meet the conditions of relevant investors must register and submit verification materials before 12:00 noon on January 25 (T-5) 2022 according to relevant requirements, When registering and submitting verification materials, please log in to the IPO offline investor verification system of Huatai United Securities Co., Ltd. (hereinafter referred to as “sponsor (lead underwriter)” or “Huatai United Securities” or “lead underwriter”)（ https://inst.htsc.com./institution/ib-inv/#/ordinaryipo ）。
3. This issuance adopts directional placement to strategic investors (hereinafter referred to as “strategic placement”) 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”).
The strategic placement, preliminary inquiry and online and offline issuance of this offering shall be organized and implemented by Huatai United Securities. The preliminary inquiry and offline issuance are conducted through the offline issuance electronic platform（ https://eipo.szse.cn. ）And the registration and settlement platform of CSDCC Shenzhen Branch; Online issuance is conducted through the trading system of Shenzhen Stock Exchange (hereinafter referred to as the “trading system”).
The strategic placement of this issuance consists of the special asset management plan established by the issuer’s senior management and core employees participating in this strategic placement and the follow-up investment (contingent) of relevant subsidiaries of the sponsor. If the offering price exceeds 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”) and 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, and the relevant subsidiaries of the sponsor will participate in the strategic placement of this offering in accordance with the relevant provisions, See “II. Strategic placement” in this announcement for relevant information of strategic placement. 4. The issuer and the recommendation institution (lead underwriter) will directly determine the issuance price through the offline preliminary inquiry, and the offline cumulative bidding inquiry will not be conducted.
5. Offline issuance objects: the offline issuance objects are securities companies, fund management companies, trust companies, finance companies, insurance companies, qualified foreign institutional investors and qualified private fund managers and other professional institutional investors registered with the China Securities Association.
6. Preliminary inquiry: the preliminary inquiry time of this issuance is 9:30-15:00 on January 26, 2022 (T-4). Within the above time, qualified offline investors can fill in and submit the subscription price and the proposed subscription quantity through the offline issuance electronic platform of Shenzhen Stock Exchange.
Before this preliminary inquiry, offline investors shall submit the pricing basis and the recommended price or price range given in the internal research report through the offline issuance electronic platform of Shenzhen Stock Exchange. Offline investors who have not submitted the pricing basis and suggested price or price range before the inquiry shall not participate in this inquiry.
Investors participating in the offline inquiry of gem can fill in different quotations for multiple placing objects under their management. Each offline investor can fill in up to 3 quotations, and the highest quotation shall not be higher than 120% of the lowest quotation.
The quotation of offline investors and their managed placing objects shall include the price per share and the number of shares to be purchased corresponding to the price. There can only be one quotation for the same placing object. Once the relevant declaration is submitted, it shall not be revoked in its entirety. If the quotation needs to be adjusted due to special reasons, the quotation decision-making procedure shall be performed again, the logical calculation basis for explaining the reason for price change and the range of price change shall be filled in on the offline issuance electronic platform of Shenzhen Stock Exchange, as well as whether the previous quotation has insufficient pricing basis and incomplete quotation decision-making procedure, and the relevant materials shall be archived for future reference.
The minimum change unit of the declared price of offline investors is 0.01 yuan. In the preliminary inquiry stage, the minimum number of offline placement objects to be purchased is set as 500000 shares, and the minimum change unit of the number of offline placement objects to be purchased is set as 100000 shares, that is, the part where the number of offline placement objects designated by offline investors exceeds 500000 shares must be an integral multiple of 100000 shares, The proposed subscription amount of each placing object shall not exceed 13.6 million shares.
The maximum number of shares subscribed by each placing object in this offline issuance is 13.6 million shares, accounting for about 49.99% of the initial offline issuance. Offline investors and their managed placing objects shall strictly comply with the regulatory requirements of the industry, strengthen risk control and compliance management, and prudently and reasonably determine the subscription price and quantity. When participating in the preliminary inquiry, please pay special attention to whether the subscription amount corresponding to the declared price and the subscription quantity exceeds the asset scale or capital scale of January 19, 2022 (T-9) provided to the sponsor (lead underwriter) and reported on the offline issuance electronic platform of Shenzhen Stock Exchange. If the recommendation institution (lead underwriter) finds that the placing object does not comply with the industrial regulatory requirements and applies for purchase beyond the corresponding asset scale or capital scale in the asset certification materials submitted to the recommendation institution (lead underwriter), the subscription of the placing object is invalid.
Investors participating in the offline inquiry of Hualan vaccine shall pass the offline investor verification system of Huatai United Securities IPO before 12:00 noon on January 25 (T-5), 2022（ https://inst.htsc.com./institution/ib-inv/#/ordinaryipo ）Submit the letter of commitment and relevant verification materials, and provide the asset certificate verification materials to the recommendation institution (lead underwriter). If the investor refuses to cooperate in the verification, fails to submit relevant materials completely, or the materials submitted are not enough to exclude its participation in the offline issuance prohibited by laws, regulations and normative documents, the issuer and the recommendation institution (lead underwriter) will refuse its participation in the offline issuance, treat its quotation as an invalid quotation, or refuse the placement, It is also disclosed in the announcement on the initial public offering of Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. and its listing on the gem (hereinafter referred to as the “issuance announcement”). If offline investors participate in the offline issuance of new shares in violation of regulations, they shall bear all the responsibilities arising therefrom.
Special tip 1: in order to promote the prudent quotation of offline investors, Shenzhen Stock Exchange has added the pricing basis verification function on the offline issuance electronic platform. Offline investors are required to operate according to the following requirements:
Offline investors need to display “Hualan vaccine preliminary inquiry has been started (to be started)” on the offline issuance electronic platform page of Shenzhen Stock Exchange and before 9:30 a.m. of the day of preliminary inquiry through the offline issuance electronic platform（ https://eipo.szse.cn. ）Submit the pricing basis and fill in the suggested price or price range. Offline investors who fail to submit the pricing basis and suggested price or price range before the inquiry shall not participate in the inquiry.
Offline investors shall quote according to the recommended price or price range given in the internal research report. In principle, they shall not exceed the recommended price range in the research report.
Special tip 2: offline investors must truthfully submit the proof materials of asset scale or capital scale, and strictly abide by the industrial regulatory requirements. The subscription amount shall not exceed the proof materials of asset scale of the placement object submitted to the sponsor (lead underwriter) and the corresponding asset scale or capital scale in the detailed list of asset scale of the placement object, Ensure that the total asset data filled in the list of asset scale of the placing object shall be consistent with the amount in the asset scale certification materials submitted. The data of asset scale or capital scale shall be subject to January 19, 2022 (T-9).
Once the offline investor makes a quotation, it shall be deemed as a commitment that the asset scale certification materials uploaded by the offline investor verification system of Huatai United Securities IPO and the corresponding asset scale or capital scale in the detailed list of asset scale of placement object filled in are consistent with the data submitted by the offline issuance electronic platform of Shenzhen Stock Exchange; In case of inconsistency, the consequences shall be borne by offline investors.
Special tip 3: in order to promote the prudent quotation of offline investors and facilitate the verification of the asset scale of offline investors on the gem, offline investors are required to operate according to the following requirements:
During the preliminary inquiry period, investors must issue an electronic platform offline of the Shenzhen Stock Exchange before making a quotation（ https://eipo.szse.cn. ）Truthfully fill in the asset scale or capital scale as of January 19, 2022 (T-9). The asset scale or capital scale filled in by the investor shall be consistent with the amount in the asset scale or capital scale certification materials submitted to the sponsor (lead underwriter).
Investors shall strictly comply with the regulatory requirements of the industry, reasonably determine the purchase scale, and the purchase amount shall not exceed the corresponding asset scale or capital scale in the asset certification materials submitted to the sponsor (lead underwriter).
7. Provisions on offline rejection ratio: according to the preliminary inquiry results after excluding invalid quotations, the issuer and the recommendation institution (lead underwriter) shall quote all qualified placing objects from high to low according to the proposed purchase price, and from small to large according to the proposed purchase quantity of placing objects at the same proposed purchase price For the same purchase price and the same proposed purchase quantity, the quotation of the placing object with the highest quotation shall be excluded from the rear to the front according to the order of the placing object automatically generated by the offline electronic purchase platform of Shenzhen Stock Exchange (the declaration time shall be subject to the record of the offline Issuance electronic platform of Shenzhen Stock Exchange) from late to early, the same proposed purchase price and the same proposed purchase quantity at the same purchase time, The excluded proposed subscription amount is 1% of the total proposed subscription amount of all qualified offline investors. When the lowest price in the highest declared price to be excluded is the same as the determined issue price, the subscription of this price will not be excluded. The placing objects excluded shall not participate in offline subscription.
After excluding the highest part of the quotation, the issuer and the recommendation institution (lead underwriter) carefully and reasonably determine the issuance price, final issuance quantity, effective quotation investors and effective proposed subscription quantity according to the remaining quotation, the proposed subscription quantity, the issuer’s fundamentals, the industry, the valuation level of comparable companies, market environment, demand for raised funds and underwriting risk. The number of effective offline investors determined by the issuer and the recommendation institution (lead underwriter) in accordance with the above principles shall not be less than 10.
If the issue price exceeds the lower of the median and weighted average of offline investors’ quotations 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, Or the price earnings ratio corresponding to the pricing of this offering is higher than the average price earnings ratio of the secondary market of comparable listed companies in the same industry (the static average price earnings ratio of the same industry in the latest month published by China Securities Index Co., Ltd.), The issuer and the sponsor (lead underwriter) will issue the special announcement on the investment risk of Hualan Biological Engineering Inc(002007) vaccine Co., Ltd. in its initial public offering and listing on the gem (hereinafter referred to as the “special announcement on investment risk”) before online subscription, detailing the rationality of pricing and reminding investors to pay attention to investment risks
