Guangdong Yuehai feed Group Co., Ltd
IPO announcement
Recommendation institution (lead underwriter): First Capital Securities Co.Ltd(002797) special tips for securities underwriting recommendation Co., Ltd
Guangdong Yuehai feed Group Co., Ltd. (hereinafter referred to as “Yuehai feed”, “issuer” or “company”) in accordance with the measures for the administration of securities issuance and underwriting (CSRC order [No. 144]) (hereinafter referred to as the “administrative measures”) and the measures for the administration of initial public offering and listing (CSRC order [No. 173]) Code for underwriting business of initial public offering (zxsf [2018] No. 142, hereinafter referred to as “business code”), rules for placing of initial public offering (zxsf [2018] No. 142, hereinafter referred to as “rules for placing”) Detailed rules for the administration of offline investors in initial public offering (zzxf [2018] No. 142, hereinafter referred to as “detailed rules for the administration of investors”), detailed rules for the implementation of online issuance of initial public offering in Shenzhen market (SZS [2018] No. 279, hereinafter referred to as “detailed rules for the implementation of online issuance”) Organize the implementation of IPO in Shenzhen market in accordance with the detailed rules for the implementation of offline IPO in Shenzhen market (SZS [2020] No. 483, hereinafter referred to as the “detailed rules for the implementation of offline IPO”).
The offline issuance of Yuehai feed’s initial public offering shares is carried out through the offline issuance electronic platform of Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”). Offline investors are requested to carefully read this announcement and the implementation rules for offline issuance published by Shenzhen Stock Exchange. The online issuance is carried out through the trading system of Shenzhen Stock Exchange by means of subscription and pricing according to the market value. Investors are requested to carefully read this announcement and the detailed rules for the implementation of online issuance published by Shenzhen Stock Exchange. Investors are kindly requested to focus on the issuance process, online and offline subscription and payment, suspension of issuance, disposal of share abandonment and other aspects of this issuance. The specific contents are as follows:
1. 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)” or “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, Through negotiation, it is determined that the price of this issuance is 5.38 yuan / share, and the cumulative bidding inquiry will not be conducted for offline issuance.
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 the invalid quotation, the issuer and the recommendation institution (lead underwriter) shall quote the quotation of all qualified placing objects from high to low according to the declared price, and from small to large according to the proposed purchase quantity at the same declared price For the same declared price and the same proposed purchase quantity, the order shall be from late to early according to the declaration time (the declaration time shall be subject to the record of the offline issuance electronic platform of Shenzhen Stock Exchange). The quantity of the highest quotation in the total amount of proposed purchase shall be excluded, and the excluded amount of proposed purchase shall not be less than 10% of the total amount of proposed purchase 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, in accordance with the announcement on the preliminary placement results of offline issuance of initial public offering of shares by Guangdong Yuehai feed Group Co., Ltd. (hereinafter referred to as the announcement on the preliminary placement results of offline issuance), pay the subscription funds for new shares in full and on time before 16:00 on February 7, 2022 (T + 2).
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 winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement in accordance with the announcement of online winning results of initial public offering of shares by Guangdong Yuehai feed Group Co., Ltd. (hereinafter referred to as the announcement of online winning results), so as to ensure that their capital account will have sufficient new share subscription funds 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 the breach to the China Securities Association for the record. If an online investor has won the lottery for 3 times but failed to pay in full within 12 consecutive 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.
The issuer and the recommendation institution (lead underwriter) solemnly remind the majority of investors to pay attention to investment risks and make rational investment. They should carefully read this announcement and publish it in China Securities News, Shanghai Securities News, securities times, securities daily and cninfo (www.cn. Info. Com. CN) on January 26, 2022 (t-1) The special announcement on investment risk of initial public offering of shares by Guangdong Yuehai feed Group Co., Ltd. fully understands the market risk and prudently participates in this IPO.
Valuation and investment risk tips
1. According to the industry classification guidelines for listed companies (revised in 2012) issued by China Securities Regulatory Commission, the industry of the issuer is “C13 agricultural and sideline food processing industry”. As of January 21, 2022 (T-4), the static average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. is 30.44 times. Please refer to it when making decisions. The issuance price of 5.38 yuan / share corresponds to the lower of the issuer’s net profit attributable to the shareholders of the parent company before and after deducting non recurring profits and losses in 2020. The diluted P / E ratio is 22.96 times, which is lower than the static average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on January 21, 2022 (T-4), 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. According to the preliminary inquiry results, the issuer and the sponsor (lead underwriter) have negotiated and determined that 100 million new shares will be issued in this public offering, and the transfer of old shares will not be arranged in this offering. The issuer plans to use the raised funds for the project of raising and investing in this offering, with an investment amount of 480079500 yuan. Based on the offering price of 5.38 yuan / share, the total amount of raised funds is expected to be 538 million yuan. After deducting the issuance cost of 57.9205 million yuan, the net amount of raised funds 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, a decline in the stock price and a risk of investment loss to investors.
Important tips
1. The application of Guangdong Yuehai feed Group Co., Ltd. for the initial public offering of no more than 100 million RMB common shares (A shares) (hereinafter referred to as “this offering”) has been approved by the CSRC’s CSRC permit [2022] No. 110. The sponsor (lead underwriter) of this offering is First Capital Securities Co.Ltd(002797) securities underwriting sponsor Co., Ltd. The issuer’s stock is referred to as “Yuehai feed” for short, and the stock code is 001313. This code is also used for preliminary inquiry, offline subscription and online subscription of this issuance. The shares issued this time are planned to be listed on the main board of Shenzhen Stock Exchange.
2. This offering is conducted through a combination of 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 non restricted depositary receipts in Shenzhen market with a certain market value (hereinafter referred to as “online issuance”). The issuer and the lead underwriter will directly determine the issuance price through the offline preliminary inquiry, and the offline cumulative bidding inquiry will not be conducted. The preliminary inquiry and offline issuance shall be organized and implemented by the lead underwriter through the offline issuance electronic platform of Shenzhen Stock Exchange, and the online issuance shall be conducted through the trading system of Shenzhen Stock Exchange.
3. The issuer negotiated with the recommendation institution (lead underwriter) to determine the number of shares to be issued this time as 100 million shares. This issuance is all new shares, and there is no transfer of old shares. Before the callback mechanism was launched, the initial number of offline shares was 70 million, which was 70% of the number of shares issued this time; The initial number of shares issued online is 30 million, which is 30% of the number of shares issued this time.
The preliminary inquiry of this offering was completed on January 21, 2022 (T-4). According to the preliminary inquiry results, the issuer and the recommendation institution (lead underwriter) have negotiated and determined the issue price of 5.38 yuan / share by comprehensively considering 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. The price earnings ratio corresponding to this issue price 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).
4. If the issuance is successful, the total amount of funds raised by the issuer is expected to be 538 million yuan. After deducting the issuance expenses of 57.9205 million yuan, the net amount of funds raised is expected to be 480079500 yuan, The use plan of the issuer’s raised funds and other relevant information were disclosed in the prospectus for initial public offering of Guangdong Yuehai feed Group Co., Ltd. on January 26, 2022 (t-1). The full text of the prospectus can be found on http://www.cn.info.com.cn Query.
5. The offline and online subscription date of this offering is January 27, 2022 (t day). Any placing object can only choose offline or online.
(1) Offline subscription
① The offline subscription time of this offering is: 9:30-15:00 on January 27, 2022 (t day). The offline subscription is referred to as “Yuehai feed” for short, and the subscription code is “001313”. Only those placing objects who have submitted valid quotations during preliminary inquiry can and must participate in offline subscription. Please refer to the attached table of this announcement for the list of placing objects that submit valid quotations. The placing object who fails to submit a valid quotation shall not participate in the offline subscription.
② When participating in offline subscription, offline investors must enter the subscription record for the effective quotation placement object managed by them on the offline issuance electronic platform of Shenzhen Stock Exchange. The subscription price in the subscription record is the issuance price of 5.38 yuan / share, and the subscription quantity shall be the effective proposed subscription quantity declared at the time of preliminary inquiry. When participating in offline subscription, investors do not need to pay subscription funds.
All placing objects participating in the preliminary inquiry and quotation, whether or not they are “effective quotation”, shall not participate in the online subscription of this issuance. If they participate in offline and online subscription at the same time, the online subscription part is invalid. ③ The placing object shall abide by relevant laws and regulations and relevant provisions of the CSRC in terms of subscription and shareholding, and bear corresponding legal liabilities by itself. The relevant information of the placing object managed by offline investors (including the full name of the placing object, the name of the securities account (Shenzhen), the securities account number (Shenzhen), the bank collection and payment account, etc.) shall be subject to the information registered with the China Securities Association. The offline investors shall be responsible for the consequences caused by the inconsistency between the information of the placing object and the registration information.
The recommendation institution (lead underwriter) will further check whether there are prohibitive circumstances for the investors with valid quotation and the placing objects under their management before the placement, Investors shall cooperate accordingly according to the requirements of the sponsor (lead underwriter) (including but not limited to providing industrial and commercial registration materials such as the articles of association, arranging interviews with the actual controller, truthfully providing the list of main social relations of relevant natural persons, cooperating with the investigation of other related relationships, etc.). If they refuse to cooperate or the materials provided are insufficient to exclude the above prohibited situations, The recommendation institution (lead underwriter) will refuse to make a placement to it.
(2) Online subscription
① The online subscription time is: 9:15-11:30 and 13:00-15:00 on January 27, 2022 (t day). ② Open a securities account in China Clearing Shenzhen Branch before January 27, 2022 In addition, investors holding non restricted A-Shares and non restricted depositary receipts in Shenzhen market with a certain market value in the 20 trading days before January 25, 2022 (T-2, inclusive) can apply for the shares issued online through the trading system of Shenzhen Stock Exchange (except those prohibited by national laws and regulations). Online investors shall independently express their purchase intention and shall not fully entrust securities companies to purchase new shares on their behalf.
③ Investors shall determine their online subscription quota according to the market value of non restricted A-Shares and non restricted depositary receipts in Shenzhen market (hereinafter referred to as “market value”). The online subscription limit is calculated according to the average daily market value of investors in the 20 trading days before January 25, 2022 (T-2, inclusive). The opening time of an investor’s relevant securities account is less than 20 trading days
