Anhui Tongguan copper foil Group Co., Ltd
Anhui Tongguan Copper Foil Group Co., Ltd.
Initial public offering and listing on GEM
of
Listing announcement
Sponsor (lead underwriter)
(No. 618, Shangcheng Road, China (Shanghai) pilot Free Trade Zone)
Co lead underwriter
(floor 22-25, block B, Ping An financial center, No. 5023, Yitian Road, Futian street, Futian District, Shenzhen) January, 2002
hot tip
The shares of Anhui Tongguan copper foil Group Co., Ltd. (hereinafter referred to as “the issuer”, “the company” or “the company”) will be listed on the gem of Shenzhen Stock Exchange on January 27, 2022. The company reminds investors to fully understand the risks of the stock market and the risk factors disclosed by the company, avoid blindly following the trend of “speculation” in the initial stage of IPO, and make prudent decision and rational investment.
Unless otherwise specified, the abbreviations or terms in this listing announcement have the same meaning as the prospectus of Anhui Tongguan copper foil Group Co., Ltd. for initial public offering and listing on the gem.
Section I important statements and tips
1、 Important statement
The company and all directors, supervisors and senior managers guarantee the authenticity, accuracy and completeness of the listing announcement, promise that there are no false records, misleading statements or major omissions in the listing announcement, and bear legal liabilities according to law.
The opinions of Shenzhen Stock Exchange and relevant government authorities on the listing of the company’s shares and related matters do not indicate any guarantee to the company.
The company reminds investors to carefully read the information published on cninfo (website: www.cn. Info. Com. CN) China Securities Network (www.cs. Com. CN.) China Securities Network (www.cn. Stock. Com.) Securities Times (www.stcn. Com.) Securities Daily (www.zqrb. CN.) The contents of the “risk factors” chapter of the company’s prospectus should pay attention to risks, make prudent decisions and make rational investment.
The company reminds the majority of investors to pay attention to the relevant contents not involved in this listing announcement. Please refer to the full text of the company’s prospectus. 2、 Special tips on investment risk at the initial stage of gem IPO
The company reminds investors to pay attention to the investment risks in the initial stage of IPO (hereinafter referred to as “new shares”), and investors should fully understand the risks and rationally participate in the trading of new shares.
Specifically, the risks at the initial stage of listing include but are not limited to the following:
(I) relaxation of price limit
The competitive trading of GEM stocks is subject to a wide range of rise and fall limits. For stocks that are IPO and listed on the gem, there is no rise and fall limit in the first five trading days after listing, and then the rise and fall limit is 20%. On the first day of the listing of new shares on the main board of Shenzhen Stock Exchange, the increase limit was 44%, the decrease limit ratio was 36%, and then the increase and decrease limit was 10%. The gem further relaxed the limit on the rise and fall of stocks in the initial stage of listing, and increased the trading risk.
(II) a small number of tradable shares
At the initial stage of listing, the lock up period of the original shareholders is 36 months or 12 months, and the lock up period of the online lower limit share sale is 6 months. This public offering is 207253886 shares, with a total share capital of 829015544 shares after the issuance, of which 190399504 shares are tradable without restrictions, accounting for 22.97% of the total share capital after the issuance. At the initial stage of listing, the number of tradable shares of the company is small, and there is a risk of insufficient liquidity.
(III) risk that the P / E ratio of issuance is higher than the average level of the same industry
According to the industrial classification of national economy (GB / t4754-2017) and the guidelines for industrial classification of listed companies (revised in 2012) (CSRC announcement [2012] No. 31) issued by the CSRC, the company’s industry is “C39 computer, communication and other electronic equipment manufacturing industry”. As of January 13, 2022 (T-3), the average static P / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. was 49.39 times. As of January 13, 2022 (T-3), the valuation levels of comparable listed companies are as follows:
In 2020, deduct the static securities code corresponding to the stock of T-3 days in 2020. The securities are referred to as non front EPS and non rear EPS closing price (yuan P / E ratio (deduct (yuan / share) (yuan / share) / share) (non front) non rear)
600110.SH Nuode Investment Co.Ltd(600110) 0.0039 -0.0362 14.61 3,790.65 –
002288.SZ Guangdong Chaohua Technology Co.Ltd(002288) 0.0230 0.0382 7.64 331.54 200.19
688388.SH Guangdong Jiayuan Technology Co.Ltd(688388) 0.7960 0.6994 130.14 163.49 186.06
Mean value — 247.52 193.13
Data source: wind information, data as of January 13, 2022 (T-3).
Note 1: calculation criteria of EPS before / after deduction of non recurring profit and loss in 2020: net profit attributable to the parent company before / after deduction of non recurring profit and loss in 2020
/Total share capital on T-3 (January 13, 2022).
Note 2: negative and abnormal values are excluded from the calculation of the mean value of static P / E ratio.
The issuance price of 17.27 yuan / share corresponds to the lower net profit diluted P / E ratio of 2020 before and after deducting extraordinary profits and losses, which is 249.03 times, higher than the average static P / E ratio of comparable companies in 2020 as of January 13, 2022 (T-3) and the static average p / E ratio of the industry in the latest month released by China Securities Index Co., Ltd. on January 13, 2022 (49.39 times), There is a risk that the decline of the issuer’s share price will bring losses to investors in the future.
There is a risk that the net asset scale will increase significantly due to the acquisition of raised funds, which will have an important impact on the issuer’s production and operation mode, operation management and risk control ability, financial status, profitability and long-term interests of shareholders.
The issuer and the co lead underwriter remind investors to pay attention to investment risks, carefully study and judge the rationality of issuance pricing, and make investment decisions rationally.
(IV) the shares can be used as the subject matter of margin trading on the first day of listing
The stock can be used as the subject matter of margin trading on the first day of listing, which may produce certain price fluctuation risk, market risk, margin increase risk and liquidity risk. Price fluctuation risk refers to that margin trading will aggravate the price fluctuation of the underlying stock; Market risk refers to that when investors use stocks as collateral for financing, they need to bear not only the risks caused by the change of the original stock price, but also the risks caused by the change of the stock price of new investment, and pay the corresponding interest; Margin increase risk means that investors need to monitor the level of guarantee ratio in the whole process of trading to ensure that it is not lower than the maintenance margin ratio required by margin trading; Liquidity risk is that when the index stock fluctuates violently, the financing purchase of securities or the repayment of securities sale, the sale of securities lending or the repayment of securities purchase may be blocked, resulting in greater liquidity risk.
(V) risk of dilution of immediate return
After the funds raised in this public offering are in place, especially in the case of over raised funds in this offering, the net asset scale of the company will be greatly improved. However, due to the certain construction period of the investment project with raised funds, it takes a certain time and process to reflect the investment benefits. The investment project of the raised funds issued this time will not produce economic benefits until it is implemented and reached. At the same time, the high-performance electronic copper foil technology center project is a project implemented to improve the company’s product performance and enrich the product structure, which itself does not directly produce economic benefits. Therefore, after the completion of this offering, the company’s earnings per share and return on net assets and other indicators will have a certain degree of risk of decline in the short term. 3、 Special risk tips
The company specially reminds investors that before making investment decisions, they must carefully read all the contents of “section IV Risk Factors” in the prospectus of the company, and pay special attention to the following risk factors:
(I) risk of performance decline
From 2018 to 2020, the company’s operating revenue was 241.2351 million yuan, 2399.909 million yuan and 2460.052 million yuan respectively; The net profit was 226761200 yuan, 99.6279 million yuan and 72.1939 million yuan respectively. From 2018 to 2020, the issuer’s performance showed a downward trend, mainly due to the decline in the prosperity of downstream industries, the decline in unit processing income caused by the change in the supply and demand relationship of PCB copper foil and the impact of covid-19 pneumonia. With the effective control of covid-19 pneumonia in China and the release of new energy vehicle policy dividends, the performance of the company in the second half of 2020 has been significantly improved compared with the first half of the year. In the first half of 2021, benefiting from the strong demand of downstream industries and the continuous recovery of prosperity, the company realized an operating revenue of 1925.9454 million yuan, a year-on-year increase of 89.77%; The net profit was 170.8444 million yuan, a year-on-year increase of 718.73%. The operating performance of copper foil enterprises is greatly affected by the downstream market. If the downstream industry policies change, or the company cannot provide products and services that meet the market demand in time in the future, there will be a risk of significant fluctuations in the company’s future performance. In addition, if the prosperity of the copper foil industry declines or the industry competition intensifies in the future, it will have an adverse impact on the company’s business growth, product sales or production costs, and may still lead to the risk of fluctuation or even decline in the company’s operating performance. In extreme cases, it is impossible to completely rule out the possibility that the company’s operating profit will decline due to the above factors, and even the operating profit will decline by more than 50% year-on-year in the year of listing or loss in the year of listing.
In addition, the issuer’s lithium battery copper foil revenue has a certain seasonality. The first quarter is a relatively low sales season, which is mainly due to the impact of factors such as the Spring Festival holiday on the downstream market. The overall operating rate in the first quarter is low, and the procurement volume of downstream lithium battery manufacturers is relatively small, while the third and fourth quarters are the peak sales seasons of lithium batteries, It is mainly due to the large sales volume of the new energy vehicle market at the downstream end of the industrial chain in the second half of the year, and the new products are usually listed intensively in the second half of the year. The seasonal characteristics of the production and sales of new energy vehicles in the first half of the year is the off-season and the second half of the year is the peak season, which makes the company’s lithium battery copper foil performance present a certain risk of seasonal fluctuation.
(II) high proportion of related procurement and potential risks of alternative procurement of cathode copper
During the reporting period, the company’s related purchases from Tongling Nonferrous Metals Group Co.Ltd(000630) and its subsidiaries were 1708.1399 million yuan, 167.3072 million yuan, 1749.8969 million yuan and 1333.3416 million yuan respectively, accounting for 84.69%, 78.45%, 77.77% and 81.98% of the operating costs respectively, and the related purchases accounted for a relatively high proportion. Related party procurement is mainly to purchase cathode copper from the controlling shareholder Tongling Nonferrous Metals Group Co.Ltd(000630) . During the reporting period, the amount of cathode copper purchased by the company from Tongling Nonferrous Metals Group Co.Ltd(000630) was 1634574200 yuan, 1605864200 yuan, 1699.2658 million yuan and 1302775600 yuan respectively, accounting for 81.05%, 75.30%, 75.52% and 80.10% of the operating cost respectively. The main reason why the issuer purchases cathode copper commodities from the controlling shareholder Tongling Nonferrous Metals Group Co.Ltd(000630) is that Tongling Nonferrous Metals Group Co.Ltd(000630) cathode copper is of high quality and has regional advantages. If the company purchases cathode copper from other regions, the freight is high and does not have economic benefits. In order to maximize the interests of the company, the issuer will maintain a certain scale of cathode copper related procurement in the future. Cathode copper is a bulk commodity in the futures market, and the market price is transparent. The purchase price of the company refers to the public quotation in the market, and the transaction price is fair.
As a bulk commodity, cathode copper has many supply channels. The issuer can also purchase from other cathode copper suppliers such as Jiangxi Copper Company Limited(600362) , Yunnan Copper Co.Ltd(000878) , Daye Nonferrous Metals and so on according to the open market price. Due to the long distance between the issuer’s location and other suppliers, such as purchasing cathode copper from alternative suppliers, according to the estimated freight level, the estimated freight generated by purchasing cathode copper from Jiangxi Copper Company Limited(600362) and Daye Nonferrous Metals accounted for 1.01% and 0.96% of the purchase unit price from 2018 to 2020 respectively, and the net impact on the profit and loss of the issuer in each period of the reporting period was about 12 million yuan. In addition, the additional storage cost incurred by the issuer in purchasing cathode copper from alternative suppliers and preparing the goods is expected to be 207000 / year. Therefore, if cathode copper is purchased from alternative suppliers, the net profit of the issuer from 2018 to 2020 will be about 215 million yuan, 87 million yuan and 60 million yuan respectively. In addition, in order to improve the efficiency of copper dissolving process, after the issuer purchases cathode copper, it entrusts the processor to process it into copper wire, that is, copper wire processing corresponds to cathode copper procurement. During the reporting period, the purchase amount of related entrusted processing of the issuer accounted for about 80% of the processing cost. In order to ensure adequate supply of copper wire, the issuer may maintain a certain scale of entrusted processing related procurement in the future. At the same time, the issuer also has other unrelated entrusted processors as a supplement. There is no significant difference between the processing fee unit price of copper wire entrusted processing services purchased by the issuer from related parties and unrelated third parties.
To sum up, in order to maximize the company’s interests and achieve the continuity and stability of production, the issuer will maintain a certain scale of cathode copper and entrusted processing related procurement in the future. Among them, the alternative procurement of entrusted processing services from unrelated third parties will have no significant impact on the issuer’s financial status, but if the issuer purchases cathode copper through alternative channels, The potential cost increase caused by the increase of freight and storage fee will have a certain adverse impact on the operating performance of the issuer.
(III) copper price fluctuation risk
The cathode copper of the company is mainly purchased from the controlling shareholder Tongling Nonferrous Metals Group Co.Ltd(000630)
