Guangdong Yuehai feed Group Co., Ltd
Special announcement on investment risk of initial public offering
Recommendation institution (lead underwriter): First Capital Securities Co.Ltd(002797) securities underwriting recommendation Co., Ltd
The application of Guangdong Yuehai feed Group Co., Ltd. (hereinafter referred to as the "issuer" or "Yuehai feed") for the initial public offering of no more than 100 million common shares (A shares) (hereinafter referred to as the "issuance") has been approved by the China Securities Regulatory Commission (hereinafter referred to as the "CSRC") zjxk [2022] No. 110.
After negotiation between the issuer and the recommendation institution (lead underwriter) First Capital Securities Co.Ltd(002797) securities underwriting recommendation Co., Ltd. (hereinafter referred to as "recommendation institution (lead underwriter)"), the number of shares issued this time is 100 million, all of which are new shares issued to the public, and the shareholders of the issuer will not transfer their old shares. The shares issued this time are planned to be listed on Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange"). The issuer and the recommendation institution (lead underwriter) specially draw the attention of investors to the following contents:
1、 Please pay attention to the issuance process, online and offline subscription and payment, suspension of issuance, disposal of share abandonment and other aspects of this issuance:
1. According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) comprehensively consider the issuer's fundamentals, industry, market conditions, valuation level of Listed Companies in the same industry, demand for raised funds, underwriting risk and other factors, and negotiate to determine that the price of this issuance is 5.38 yuan / share, and the offline issuance will not conduct cumulative bidding inquiry.
Investors are requested to make online and offline subscription at this price on January 27, 2022 (t day), and there is no need to pay the subscription fund at the time of subscription. The offline issuance and Subscription Date and online subscription date are the same as January 27, 2022 (t day), in 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.
2. According to the preliminary inquiry results after excluding invalid quotations, the issuer and the recommendation institution (lead underwriter) shall rank the quotations of all qualified placing objects from high to low according to the declared price, from small to large according to the number of proposed subscriptions at the same declared price, and from late to early according to the declared time if the same number of proposed subscriptions is at the same declared price, Excluding the part with the highest quotation in the total amount to be purchased, the amount to be purchased shall not be less than 10% of the total amount to be purchased by offline investors. When the maximum declared price is the same as the determined issue price, the Declaration on the price can no longer be excluded, and the exclusion proportion can be less than 10%. The excluded part shall not participate in offline subscription.
3. Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
4. The placing object shall strictly comply with the industrial regulatory requirements, and the subscription amount shall not exceed the corresponding asset scale or capital scale.
5. Offline investors shall, according to the announcement on the preliminary placement results of offline issuance of initial public offering of shares by Guangdong Yuehai feed Group Co., Ltd., timely and fully pay the subscription funds for new shares according to the final issuance price and preliminary placement quantity before 16:00 on February 7 (T + 2) 2022.
Offline investors, like the same placing object, received multiple new shares on the same day. Please be sure 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 the online investors win the lottery in the subscription of new shares, they shall fulfill the obligation of capital delivery in accordance with the announcement on the results of online lottery in the initial public offering of Guangdong Yuehai feed Group Co., Ltd., so as to ensure that their capital account will eventually have sufficient capital for the subscription of new shares on February 7 (T + 2) 2022. The transfer of investors' funds shall comply with the relevant provisions of the securities company where the investors are located.
The shares that offline and online investors give up to subscribe for are underwritten by the sponsor (lead underwriter).
6. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of public offerings, the issuer and the sponsor (lead underwriter) will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements.
7. If the offline investors with valid quotation fail to participate in the subscription or obtain the preliminary placement, and the offline investors fail to pay the subscription amount in full and in time, they will be deemed to have breached the contract and shall be liable for breach of contract. The recommendation institution (lead underwriter) will announce and disclose the breach of contract and report it to the China Securities Association for filing. If online investors fail to pay in full after winning the lottery for three times in a row within 12 months, they 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.
2、 Any decision or opinion made by the CSRC and other government departments on this issuance does not indicate that they have made substantive judgment or guarantee on the investment value of the issuer's shares or the income of investors. Any statement to the contrary is a false statement. Investors are invited to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
3、 Investors who intend to participate in this offering and subscription must carefully read the articles published in China Securities Journal, Shanghai Securities Journal and Shanghai Securities News on January 19, 2022 (T-6) The summary of the letter of intent for the initial public offering of Guangdong Yuehai feed Group Co., Ltd. published in the securities times and the Securities Daily and published on cninfo.com.cn on January 19, 2022 (T-6) The full text of the prospectus and relevant materials of this offering, especially the chapters of "tips on major matters" and "risk factors", fully understand the risk factors of the issuer, judge its operation status and investment value by itself, and make investment decisions prudently. The issuer may be affected by politics, economy, industry and operation management level, and its operating conditions may change, and the investment risks that may result therefrom shall be borne by the investors themselves.
4、 The issuing price of this offering is 5.38 yuan / share. Investors are requested to judge the rationality of this offering pricing according to the following conditions.
1. The issue price is 5.38 yuan / share, and the corresponding P / E ratio is:
(1) 22.96 times (earnings per share shall be calculated by dividing the net profit attributable to shareholders of the parent company before and after deducting non recurring profits and losses audited by an accounting firm in 2020 in accordance with Chinese accounting standards by the total share capital after this issuance);
(2) 19.68 times (earnings per share is calculated by dividing the lower of the net profit attributable to the shareholders of the parent company before and 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 this issuance).
According to the industry classification guidelines for listed companies (revised in 2012) issued by the CSRC, the issuer's industry is "C13 agricultural and sideline food processing industry". As of January 21, 2022 (T-4), the average static P / E ratio of the industry released by China Securities Index Co., Ltd. in the latest month was 30.44 times.
As of January 21, 2022, the average price of comparable listed companies in the same industry in the last 20 trading days corresponds to the average p / E ratio of basic earnings per share in 2020 is 61.58 times. The price earnings ratio of comparable listed companies in the same industry is as follows:
January 21, 2022
Securities code securities abbreviation (day T-4): average price of 2020 static trading days (including earnings (yuan / share) P / E ratio (Times) (day) (yuan / share)
002311.SZ Guangdong Haid Group Co.Limited(002311) 72.26 1.4806 48.90
600438.SH Tongwei Co.Ltd(600438) 41.89 0.5351 78.29
603668.SH Fujian Tianma Science And Technology Group Co.Ltd(603668) 11.99 0.1194 100.35
603363.SH Fujian Aonong Biological Technology Group Incorporation Limited(603363) 15.16 0.8029 18.88
Arithmetic mean 61.58
Note: 1. There may be mantissa difference in the calculation of P / E ratio, which is caused by rounding;
2. The data in the table is calculated based on the share capital of comparable listed companies on January 21, 2022. Earnings per share in 2020 = the lower of the net profit / total share capital attributable to shareholders of the parent company before and after deducting non recurring profits and losses audited by accounting firms in 2020 in accordance with Chinese accounting standards.
Data source: wind information, data as of January 21, 2022.
The P / E ratio of Yuehai feed is lower than the industry average static P / E ratio and the average static P / E ratio of comparable listed companies, 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 decisions rationally.
2. Investors are reminded to pay attention to the difference between the issue price and the quotation of offline investors. For the quotation of offline investors, please refer to China Securities Journal, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN) published on the same day Announcement on IPO of Guangdong Yuehai feed Group Co., Ltd.
3. 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, industry, market conditions, valuation level of 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 pricing method and price of the offering, it is recommended not to participate in this offering.
4. This offering may have the risk of falling below the offering price after listing. Investors should pay full attention to the risk factors contained in the pricing marketization, know 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 recommendation institutions (lead underwriters) can not guarantee that the stock will not fall below the issue price after listing.
5、 The issuer plans to use the raised funds for the project raised and invested in this offering, with an investment amount of 480079500 yuan. According to the calculation of the issuance price of 5.38 yuan / share and the issuance of 100 million new shares, the total amount of funds raised is expected to be 538 million yuan. After deducting the issuance cost of 57.9205 million yuan, the net amount of funds raised is expected to be 480079500 yuan. If the issuer's raised funds are not used properly or its business cannot grow synchronously in the short term, it will have an adverse impact on the issuer's profitability or there is a risk of a significant decline in the issuer's return on net assets, resulting in a reduction in the issuer's valuation level and a decline in the stock price, resulting in a loss to investors.
6、 There is no circulation restriction and locking arrangement for the shares issued this time, and the shares issued this time shall be circulated from the date of listing and trading on the Shenzhen Stock Exchange. Investors should pay attention to the investment risk caused by the increase of stock circulation on the first day of listing.
7、 For the subscription of this issuance, any investor can only choose offline or online, and all investors participating in offline quotation, subscription and placement shall no longer participate in online subscription; A single investor can only use one qualified account for subscription, and any subscription contrary to the above provisions is invalid.
8、 After the end of this offering, it shall be approved by the Shenzhen Stock Exchange before it can be publicly listed and traded on the Shenzhen Stock Exchange. If the approval is not obtained, the shares issued this time will not be listed, and the issuer will return them to the investors participating in the subscription according to the issue price plus the bank deposit interest in the same period.
9、 All shares of the issuer are tradable shares. For the limited sale period of shares before this offering, see the prospectus for the relevant commitment and arrangement of the restricted sale period. The above share restriction arrangement is a voluntary commitment made by relevant shareholders in accordance with relevant laws and regulations based on the governance needs of the issuer and the stability of operation and management.
10、 Investors must pay attention to investment risks. In case of the following circumstances, the issuer and the recommendation institution (lead underwriter) will negotiate to take measures to suspend the issuance:
1. After offline subscription, the actual total subscription amount of the placing object with effective quotation is less than the initial offline issuance quantity; 2. If the online subscription is insufficient, the offline investors fail to subscribe in full after the insufficient part is dialed back to the offline; 3. The total number of shares subscribed by offline and online investors is less than 70% of the number of this public offering;
4. The issuer's major post meeting events in the issuance process affect the issuance;
5. If the CSRC supervises the process of securities issuance and underwriting during and after the event and finds that there are suspected violations of laws and regulations or abnormal circumstances, it may order the issuer and underwriter to suspend or suspend the issuance and investigate and deal with relevant matters.
In case of the above circumstances, the issuer and the recommendation institution (lead underwriter) will suspend the issuance and make a timely announcement on the reasons for the suspension and the resumption of the issuance arrangement. If the issuance is suspended after the payment is completed, the funds paid by investors will be returned according to the original path through the system of China depository and Clearing Corporation on the next day of the payment deadline. After the suspension of issuance, within the validity period of the approval document for this issuance, the issuer and the recommendation institution (lead underwriter) may choose the opportunity to restart the issuance after filing with the CSRC.
11、 The issuer and the sponsor (lead underwriter) solemnly remind investors that investors should adhere to the concept of value investment and participate in the subscription of this issuance. We hope that investors who recognize the investment value of the issuer and hope to share the growth achievements of the issuer will participate in the subscription.
12、 This special announcement on investment risk does not guarantee to reveal all the investments in this offering
