Zhengzhou Zhongzhi Technology Co.
Initial public offering of shares and listing on GEM
Announcement of Online Subscription and Winning Rate
Sponsor (lead underwriter).
(hereinafter referred to as “Zhongzhi Technology” or “Issuer”) for its initial public offering of RMB ordinary shares (A shares) (hereinafter referred to as “the Offering”) The application for listing on the GEM was approved by the GEM Listing Committee of the Shenzhen Stock Exchange (“SZSE”) on April 14, 2022 and approved by the China Securities Regulatory Commission (“CSRC”) on September 7, 2022. On September 7, 2022, the China Securities Regulatory Commission (hereinafter referred to as “CSRC”) granted its consent to the registration of the GEM.
(hereinafter referred to as “Minsheng Securities” or “Sponsor (Lead Underwriter)”) to determine the number of shares to be issued as 29,084000 shares and the issue price as The issue price is RMB 26.44 per share.
The issue price of the issue shall not exceed the median and weighted average of the quotations of the offline investors after excluding the highest quotations and the quotations of the securities investment funds, national social security funds, basic pension insurance funds, enterprise annuity funds established under the Measures for the Administration of Enterprise Annuity Funds and insurance funds in compliance with the Measures for the Administration of the Use of Insurance Funds, etc. after excluding the highest quotations. The lower of the median or weighted average, therefore, the relevant subsidiaries of the sponsor are not required to participate in the follow-on investment.
No strategic placement will be arranged for the issuer’s senior management and core staff asset management plan and other external investors. The initial number of shares to be followed by the relevant subsidiary of the sponsor is 5.00% of the shares in the public offering, i.e. 1,454200 shares, and the difference between the initial strategic placement and the final number of shares in the strategic placement, 1,454200 shares, will be allocated back to the offline offering.
The Offering will be conducted through a combination of offline inquiry and placement to qualified investors (hereinafter referred to as “offline offering”) and online pricing offering to public investors holding A shares and depositary receipts not subject to market value restrictions in Shenzhen market (hereinafter referred to as “online offering”). (“Online Offering”).
After the reallocation of the strategic placement, the initial number of offline issue was 20,795500 shares, accounting for 71.50% of the issue, and the initial number of online issue was 8,288500 shares, accounting for 28.50% of the issue, before the launch of the online and offline reallocation mechanism. The total number of offline and online issuance will be 29,084000 shares, and the final number of online and offline issuance will be determined according to the dial-back situation.
Zongzhi Technology will issue 8,288500 shares of “Zongzhi Technology” on November 4, 2022 (T-day) through the online pricing system of Shenzhen Stock Exchange.
Investors are requested to focus on the issuance process, online and offline subscription and payment, and disposal of abandoned shares, and to fulfill their payment obligations on November 8, 2022 (T+2) in a timely manner.
1. The offline investors should pay the subscription funds of the new shares in full and in a timely manner according to the finalized issue price and the allocated quantity before 16:00 on November 8, 2022 (T+2) in accordance with the “Announcement of Preliminary Allotment Results of the Initial Public Offering of Shares and Offline Offering on GEM by Zhengzhou Zhongzhi Technology Co.
The subscription funds should be fully paid within the specified time. If the subscription funds are not paid within the specified time or in full as required, the new shares allotted to the placement object will be invalid. If the aforementioned situation occurs when multiple new shares are issued on the same day, the placement will be invalid. If different placement objects share the same bank account, if the subscription funds are insufficient, all the new shares allocated to the placement objects sharing the same bank account will be invalid. If an offline investor is allocated more than one new share on the same day, please make separate payment for each new share.
After winning the lottery for the new shares, online investors should fulfill their fund settlement obligations according to the “Announcement of Online Lottery Results for the Initial Public Offering of Shares and Listing on GEM of Zhengzhou Zhongzhi Technology Co. The consequences and related legal responsibilities shall be borne by the investor. The investor’s payment must comply with the relevant regulations of the investor’s securities company.
The shares forfeited by the offline and online investors will be underwritten by the sponsor (lead underwriter).
2. Among the shares in this issue, the shares in the online issue have no circulation restriction and restricted sale period arrangement and can be circulated from the date of listing of the shares in this public issue on the Shenzhen Stock Exchange.
The offline issuance part adopts the proportional sale restriction method, the offline investors should commit to 10% of the number of shares allocated to them, if less than 1 share upward rounding calculation. The restriction period is 6 months from the date of initial public offering and listing of the issuer. In other words, 90% of the shares allocated to each placement target will be available for sale for an unlimited period from the date of listing and trading on the Shenzhen Stock Exchange; 10% of the shares will be available for sale for a limited period of 6 months from the date of listing and trading on the Shenzhen Stock Exchange.
When participating in the initial inquiry quotation and offline subscription, offline investors are not required to fill in the restricted selling period arrangement for the placement objects under their management, and once quoted, they are deemed to accept the offline restricted selling period arrangement disclosed in this announcement.
3. When the total number of shares subscribed by offline and online investors is less than 70% of the number of shares in the public offering, the issuer and the sponsor (lead underwriter) will suspend the issue of new shares and disclose information on the reasons for the suspension and subsequent arrangements.
4. If the offline investors who have provided valid quotations do not participate in the subscription or if the offline investors who have received the initial placement do not pay the subscription in full and in a timely manner, they will be deemed to be in default and shall bear the responsibility for the default, and the sponsor institution (lead underwriter) will report the default to the China Securities Association for record. The number of violations in each section of the stock market of Beijing Stock Exchange (hereinafter referred to as “BSE”), Shanghai Stock Exchange (hereinafter referred to as “SSE”) and Shenzhen Stock Exchange shall be counted together. During the period of being included in the restricted list, the placement subject shall not participate in the offline inquiry and placement of the relevant projects in each section of the stock markets of the Beijing Stock Exchange, the Shanghai Stock Exchange and the Shenzhen Stock Exchange.
If an online investor fails to make full payment after winning the lottery three times within 12 consecutive months, he/she shall not participate in the online subscription of new shares, depositary receipts, convertible bonds and exchangeable bonds within six months (calculated on the basis of 180 natural days, including the next day) from the day after the latest declaration of the settlement participant that he/she has abandoned the subscription. The number of abandoned subscriptions is calculated according to the actual number of abandoned subscriptions of new shares, depositary receipts, convertible bonds and exchangeable bonds combined.
I. Online subscription
According to the data provided by Shenzhen Stock Exchange, the sponsor (lead underwriter) has conducted statistics on the subscription of this online pricing issue, and the results are as follows: the number of effective subscription households for this online pricing issue is 10,324697, the number of effective subscription shares is 64,905922,500, the total number of allotment numbers is 129811,845, and the starting number of allotment numbers is 000000 Ping An Bank Co.Ltd(000001) , the cut-off number is 000129811845.
II. Implementation of callback mechanism, issue structure and online issue winning rate
According to the callback mechanism announced in the “Announcement of Initial Public Offering of Shares and Listing on GEM of Zhengzhou Zhongzhi Technology Co. 581.70 million shares) from offline to online. After the reallocation, the final number of offline issue was 14,978500 shares, accounting for 51.50% of the issue number; the final number of online issue was 14,105500 shares, accounting for 48.50% of the issue number. After dialing back the online pricing issue of the winning rate of Innovation Medical Management Co.Ltd(002173) 22233%, the number of times to subscribe for 4,60146202 times.
III. Online lottery
The issuer and the sponsor (lead underwriter) will conduct the lottery in the morning of November 7, 2022 (T+1) at Room 202, Building 203, Shangbu Industrial Zone, Hongli West Road, Futian District, Shenzhen, and will announce the lottery results on November 8, 2022 (T+2) in China Securities Journal, Securities Times, Shanghai Securities News and Securities Daily.
Issuer: Zhengzhou Zhongzhi Technology Co. Sponsor (lead underwriter): Minsheng Securities Company Limited 7 November 2022