Jinhui Mining Co., Ltd
IPO arrangement and preliminary inquiry announcement
Sponsor (co lead underwriter): Hualong Securities Co., Ltd
Co lead underwriter: Citic Securities Company Limited(600030)
hot tip
Jinhui Mining Co., Ltd. (hereinafter referred to as “Jinhui shares”, “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 of shares (zzxf [2018] No. 142) (hereinafter referred to as “detailed rules for the administration of investors”) Detailed rules for the implementation of online IPO in Shanghai market (SZF [2018] No. 40) (hereinafter referred to as “detailed rules for the implementation of online IPO”) and detailed rules for the implementation of offline IPO in Shanghai market (SZF [2018] No. 41) (hereinafter referred to as “detailed rules for the implementation of offline IPO”) And other relevant regulations to organize and implement the initial public offering of shares.
The initial inquiry and offline subscription of this offering are conducted through the offline subscription electronic platform of Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”) (hereinafter referred to as “subscription platform”). Offline investors are requested to carefully read this announcement. For details of preliminary inquiry and offline subscription, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) The detailed rules for the implementation of offline issuance and other relevant provisions.
Investors are kindly requested to focus on the issuance process, online and offline subscription and payment, disposal of share abandonment, etc. the specific contents are as follows:
1. The offline issuance and Subscription Date and online subscription date are the same as February 11, 2022 (t day). Among them, the offline subscription time is 9:30-15:00, and the online subscription time is 9:30-11:30 and 13:00-15:00. Investors do not need to pay subscription funds when making online and offline subscription on February 11, 2022 (t day).
2. After the preliminary inquiry, The issuer and the sponsor (joint lead underwriter) Hualong Securities Co., Ltd. (hereinafter referred to as “Hualong securities”, “sponsor (joint lead underwriter)”) and the joint lead underwriter Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) “) (Hualong securities and Citic Securities Company Limited(600030) hereinafter collectively referred to as “joint lead underwriter”) will, according to the inquiry results after excluding invalid quotations, The quotation for all placing objects shall be from high to low according to the purchase price, from small to large according to the proposed purchase quantity of placing objects at the same purchase price, and from late to early according to the declaration time (the declaration time shall be subject to the records of the subscription platform of the stock exchange above) according to the same purchase price For the same proposed purchase price, the same proposed purchase quantity and the same purchase time, it shall be sorted from the back to the front according to the order of placing objects automatically generated by the offline purchase platform of Shanghai 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 comply with the regulatory requirements of the industry, and the subscription amount shall not exceed the corresponding asset scale or capital scale.
5. Offline investors shall, according to the announcement on offline preliminary placement results and online winning results of initial public offering of shares by Jinhui Mining Co., Ltd. (hereinafter referred to as “announcement on offline preliminary placement results and online winning results”), according to the finally determined issuance price and allocated quantity before 16:00 on February 15 (t + 2) 2022, Pay the subscription funds for new shares in full and on time.
After winning the subscription of new shares, online investors shall fulfill the obligation of capital settlement according to the announcement of offline preliminary placement results and online winning results, so as to ensure that their capital account will have sufficient new share subscription funds on February 15 (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 joint lead underwriters.
6. When the total number of shares paid and subscribed by offline and online investors is less than 70% of the number of this public offering, the issuer and the joint lead underwriter will suspend the issuance of new shares and disclose the reasons for the suspension and subsequent arrangements. Please refer to “X. arrangements for suspension of issuance” for specific suspension terms.
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 bear the liability for breach of contract. The joint lead underwriters shall report the breach to the China Securities Association for the record. In accordance with the relevant provisions of the detailed rules for the administration of investors, “If offline investors or placing objects have one of the situations specified in articles 45 and 46 of the business code in a natural year, the association will blacklist them for six months; offline investors or placing objects have two single situations specified in articles 45 and 46 of the business code in a natural year (including) Under the above or two or more circumstances, the association will blacklist them for 12 months. For the first time in a natural year, the placing object of offline investors has the situation of “providing effective quotation but not participating in subscription” in Item (IX) of Article 45 or “failing to pay subscription funds in full and on time” in Item (II) of Article 46 of the business specifications, which has not caused obvious adverse consequences and has been rectified in time, Those who actively submit the rectification report within 10 working days after the project is issued and listed may be exempted from one punishment “. 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 number of times of giving up subscription shall be calculated according to the number of times of investors actually giving up subscription of new shares, depositary receipts, convertible corporate bonds and exchangeable corporate bonds.
Investors need to fully understand the relevant laws and regulations on the issuance of new shares, carefully read the contents of this announcement, know the pricing principles and placement principles of this issuance, ensure that they are not prohibited from participating in offline inquiry before submitting the quotation, and ensure that their subscription quantity and future shareholding comply with the relevant laws and regulations and the provisions of the competent authorities.
Once the investor submits the quotation, the joint lead underwriter shall be deemed as the investor’s commitment: the investor’s participation in this quotation complies with the provisions of laws and regulations and this announcement, and all violations and corresponding consequences arising therefrom shall be borne by the investor.
The joint lead underwriters shall reserve the right of final interpretation on the inquiry announcement and issues related to this offering.
Important tips
1. The application of Jinhui Mining Co., Ltd. for the initial public offering of no more than 98 million common shares (A shares) (hereinafter referred to as “this offering”) has been approved by the China Securities Regulatory Commission (hereinafter referred to as “CSRC”) zjxk [2022] No. 198. The sponsor (co lead underwriter) of this offering is Hualong Securities Co., Ltd., and the co lead underwriter is Citic Securities Company Limited(600030) . The issuer’s shares are referred to as “Jinhui shares” for short, and the stock code is “603132”, which is also used for the preliminary inquiry and offline subscription of this issuance. The online subscription code of this issuance is “732132”. According to the industry classification guidelines of listed companies (revised in 2012) issued by China Securities Regulatory Commission, the industry of the company is “nonferrous metal mining and beneficiation industry” (classification code B09).
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 Shanghai market (hereinafter referred to as “online issuance”). The issuer and the co lead underwriters 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 joint lead underwriters through the offline subscription electronic platform of Shanghai Stock Exchange, and the online issuance shall be conducted through the trading system of Shanghai Stock Exchange.
The website of the offline subscription electronic platform of Shanghai Stock Exchange is: https://ipo.uap.sse.com.cn./ipo Qualified offline investors are invited to participate in the preliminary inquiry and offline subscription of this offering through the above website. The time of quotation and inquiry through the subscription platform is 9:30-15:00 every trading day during the preliminary inquiry and offline subscription. Please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN) for relevant operation measures of the subscription platform – Relevant provisions in the column of service I IPO business, such as the detailed rules for the implementation of offline IPO in Shanghai market, the user operation manual of offline IPO subscription platform, subscription trader volume and so on.
The term “offline investors” as mentioned in this announcement refers to individual investors and institutional investors participating in offline issuance. The “placing object” mentioned in this announcement refers to the individual investor account, institutional investor account or securities investment products managed by it. Offline investors shall complete the registration of placing objects in the China Securities Association before 12:00 noon on the trading day before the initial inquiry start date (i.e. January 28, 2022 (T-5)). 3. All the shares in this public offering are new shares, and the number of shares issued is 98 million. The issuer’s shares held by shareholders before this offering will not be publicly offered to investors at the time of this offering. The total share capital of the company after the issuance is 978 million shares, and the number of shares issued to the public accounts for about 10.02% of the total share capital after the issuance. The initial number of offline shares issued this time is 68.6 million, accounting for 70.00% of the total issued this time; The initial number of shares issued online was 29.4 million, accounting for 30.00% of the total issued this time.
4. Offline roadshow promotion is not arranged for this release. The issuer and the co lead underwriters will organize and arrange the online roadshow of this offering on February 10, 2022 (t-1). For specific information about the online roadshow, please refer to the online roadshow announcement on initial public offering of shares of Jinhui Mining Co., Ltd. (hereinafter referred to as “online roadshow announcement”) published on February 9, 2022 (T-2).
5. The co lead underwriters have formulated the standards for offline investors in accordance with the requirements of the management measures, business specifications and other relevant systems. See “II. Qualification conditions and examination procedures of offline investors” in this announcement for specific standards and arrangements. Only investors who meet the standard requirements for offline investors determined by the joint lead underwriters and the issuer can participate in the preliminary inquiry of this offering. Those who fail to meet the relevant standards and participate in this preliminary inquiry shall bear all the consequences caused by this behavior. The co lead underwriters will set it invalid on the offline subscription electronic platform of Shanghai Stock Exchange, and disclose the relevant information in the announcement on the initial public offering of shares of Jinhui Mining Co., Ltd. (hereinafter referred to as the “issuance announcement”).
Investors are reminded that the co lead underwriters will check whether there are prohibitions for offline investors before the preliminary inquiry and placement, and require offline investors to provide qualified commitment letters and supporting materials. If the offline investors refuse to cooperate with the verification or the materials provided by them are not enough to exclude the existence of prohibitive circumstances, or do not meet the placement qualification after verification, the joint lead underwriters will refuse them to participate in the preliminary inquiry and placement.
6. The initial inquiry time of this offering is 9:30-15:00 on February 7, 2022 (T-4). Within the above time, qualified offline investors can decide whether to participate in the preliminary inquiry and determine the purchase price and the proposed purchase quantity by themselves. Those who participate in the preliminary inquiry must make a unified declaration through the offline subscription electronic platform of Shanghai Stock Exchange in accordance with the regulations, and bear the corresponding legal responsibilities.
During the preliminary inquiry period, 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, and there can only be one quotation, in which non individual investors shall quote in the unit of institutions. Offline investors shall submit the quotation records for all placing objects to be involved in the quotation at one time after entering the quotation records. Offline investors can submit quotation records for many times, but all quotation records submitted last time shall prevail. Each placing object can only submit one quotation at a time.
The minimum number of shares to be purchased by each placing object managed by offline investors participating in this offline offering is 2 million shares, and the minimum change unit of the number of shares to be purchased is set as 100000 shares, that is, the part of each placing object managed by offline investors whose number of shares to be purchased exceeds 2 million shares must be an integral multiple of 100000 shares and no more than 13 million shares.
7. After the preliminary inquiry, the issuer and the joint lead underwriters shall determine the issuance price and the list of investors who can participate in offline subscription according to the relevant arrangements of “IV. determination of pricing and effective quotation” in this announcement. The issuer and the co lead underwriters will disclose in detail the quotation of offline investors, the verification of related parties and the filing verification of private equity funds, as well as the issuance price, issuance quantity, list of effective quotation investors and other information in the issuance announcement.
8. Each placing object can only choose one of offline issuance or online issuance for subscription. All placing objects who participate in the preliminary inquiry and quotation, no matter whether it is a valid quotation or not, shall no longer participate in the subscription of online issuance.
9. The offline subscription time of this issuance is 9:30-15:00 on February 11, 2022 (t day), and the online subscription time is 9:30-11:30 and 13:00-15:00 on February 11, 2022 (t day). Investors do not need to pay subscription funds when making online and offline subscription.
10. After the offline and online subscription of this offering is completed, the issuer and the joint lead underwriter will determine the price according to the subscription