Home Announcement on Online Subscription and Lottery Winning Rate for the Initial Public Offering of Nanjing Vishee Medical Technology Co., Ltd. on STAR Market

Announcement on Online Subscription and Lottery Winning Rate for the Initial Public Offering of Nanjing Vishee Medical Technology Co., Ltd. on STAR Market

Jul 14, 2020 08:36 CST Updated Jul 09, 05:57
VISHEE

Developer, Manufacturer, and Distributor of Rehabilitation Medical Devices

Original Title: NanjingVISHEEAnnouncement on the Online Subscription Details and Allotment Rate for the Initial Public Offering and Listing on the STAR Market of Nanjing Vishee Medical Technology Co., Ltd.

Special Notice

Nanjing Vishee Medical Technology Co., Ltd. (hereinafter referred to as “Vishee,” the “Issuer,” or the “Company”) has obtained approval from the members of the STAR Market Listing Committee of the Shanghai Stock Exchange (hereinafter referred to as the “SSE”) for its application to initially issue 17,086,667 shares of RMB-denominated ordinary shares (A-shares) and list on the STAR Market (hereinafter referred to as the “Issuance”), and has received registration consent from the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) (CSRC Permission [2020] No. 1213).

This issuance adopts a combination of directional placement to strategic investors (hereinafter referred to as “Strategic Placement”), inquiry-based placement to qualified offline investors (hereinafter referred to as “Offline Issuance”), and priced issuance to public investors holding market value of non-restricted A-shares and non-restricted depository receipts in the Shanghai market (hereinafter referred to as “Online Issuance”).

Issuer and Sponsor (Lead Underwriter)Changjiang SecuritiesChangjiang Securities Underwriting and Sponsorship Co., Ltd. (hereinafter referred to as “Changjiang Sponsor” or the “Sponsor (Lead Underwriter)”) has determined through consultation that the number of shares to be issued in this offering shall be 17,086,667 shares. The initial number of shares for strategic placement was 854,333 shares, accounting for 5% of the total number of shares issued in this offering. The subscription funds committed by the strategic investors were remitted to the bank account designated by the Sponsor (Lead Underwriter) within the prescribed time frame. The final number of shares for strategic placement in this offering is 683,466 shares, accounting for 4% of the total number of shares issued in this offering.

The difference between the final strategic placement quantity and the initial strategic placement quantity shall first be reallocated to the offline issuance. Before the activation of the reallocation mechanism between online and offline issuances, the offline issuance quantity was adjusted to 11,534,201 shares, accounting for 70.32% of the issuance quantity after deducting the final strategic placement quantity; the online issuance quantity was 4,869,000 shares, accounting for 29.68% of the issuance quantity after deducting the final strategic placement quantity. The total combined quantity for final offline and online issuances equals the total issuance quantity of this offering minus the final strategic placement quantity, amounting to 16,403,201 shares in total. The final issuance quantities for offline and online portions will be determined based on the reallocation results.

The issue price was RMB 67.58 per share. On July 8, 2020 (T Day), VISHEE conducted the online fixed-price initial public offering of 4,869,000 Class A shares of “VISHEE” through the Shanghai Stock Exchange trading system.

There have been significant changes in the issuance process, subscription, and payment procedures for this offering. Investors are advised to pay close attention and fulfill their payment obligations in a timely manner on July 10, 2020 (T+2 day):

1. Investors allocated shares in the offline placement shall, in accordance with the Announcement on the Preliminary Offline Placement Results and Online Allotment Results for the Initial Public Offering and Listing on the STAR Market of Nanjing Vishee Medical Technology Co., Ltd. (hereinafter referred to as the “Announcement on Preliminary Offline Placement Results and Online Allotment Results”), promptly and fully pay the subscription funds for the new shares and the corresponding placement commissions based on the finally determined issue price and the number of shares allocated, by 16:00 on July 10, 2020 (T+2 day). If an offline investor is allocated multiple new stock issues on the same day, it must make separate payments for each issue. In cases where multiple new stock issues are allocated on the same day, remitting a single lump-sum amount will result in failed crediting of funds; any consequences arising therefrom shall be borne solely by the investor.

Online investors who are allocated shares in the initial public offering (IPO) lottery shall fulfill their fund settlement obligations in accordance with the "Announcement on Preliminary Offline Placement Results and Online Lottery Allocation Results," ensuring that their capital accounts have sufficient funds for IPO subscription by the end of the day on July 10, 2020 (T+2). Any shortfall shall be deemed as a waiver of subscription, and the resulting consequences and related legal liabilities shall be borne solely by the investors. The transfer of investor funds must comply with the relevant regulations of the securities company where the investor holds an account. Shares waived by both offline and online investors shall be underwritten by the sponsor (lead underwriter).

2. With respect to the offline issuance portion, 10% of the accounts (rounded up) among the following placement objects—publicly offered securities investment funds and other equity-oriented asset management products established through public fundraising (collectively referred to as “Public Products”), the National Social Security Fund (referred to as the “Social Security Fund”), the Basic Old-Age Insurance Fund (referred to as the “Pension Fund”), enterprise annuity funds established in accordance with the Measures for the Administration of Enterprise Annuity Funds (referred to as “Enterprise Annuity Funds”), insurance funds that comply with the Measures for the Administration of the Utilization of Insurance Funds and other relevant regulations (hereinafter referred to as “Insurance Funds”), and Qualified Foreign Institutional Investors—shall commit to a lock-up period of six months for the shares allocated in this offering, commencing from the date of the issuer’s initial public offering and listing. The aforementioned placement object accounts shall be determined by lottery on July 13, 2020 (T+3 Day). Shares allocated to placement object accounts managed by offline investors not selected in the lottery shall be free from trading restrictions and lock-up arrangements, and may be traded starting from the date when the shares issued in this offering are listed on the Shanghai Stock Exchange. The lottery for offline placement shall be conducted by assigning lottery numbers to each allocated object; lottery numbers shall be assigned based on the final number of allocated accounts per offline investor, with each allocated object receiving one lottery number. By submitting a quote, offline investors shall be deemed to have accepted the lock-up period arrangements for the offline issuance in this offering.

3. If the aggregate number of shares subscribed and paid for by offline and online investors is less than 70% of the initial public offering size after deducting the final strategic placement quantity, the issuer and the sponsor (lead underwriter) shall suspend the new share issuance and disclose information regarding the reasons for the suspension and subsequent arrangements.

4. Where offline investors fail to participate in the subscription or fail to subscribe in full despite having submitted valid quotations, and where offline investors who have been preliminarily allocated shares fail to pay the subscription funds and the corresponding brokerage commissions for new share placements in a timely and full manner, such actions shall be deemed as breaches of contract, and the liable parties shall bear liability for breach of contract. The sponsor (lead underwriter) shall report the breaches to the Securities Association of China for filing.

Where an online investor fails to make full payment after being allotted shares on three cumulative occasions within a consecutive 12-month period, the investor shall be prohibited from participating in the online subscription for new stocks, depository receipts, convertible corporate bonds, and exchangeable corporate bonds for a period of six months (calculated as 180 calendar days, including the following day) commencing from the day following the most recent declaration of waiver by the settlement participant. The number of waivers shall be calculated on a cumulative basis, aggregating the instances where the investor actually waived subscriptions for new stocks, depository receipts, convertible corporate bonds, and exchangeable corporate bonds.

I. Online Subscription Status and Preliminary Online Allotment Rate

According to the data provided by the Shanghai Stock Exchange, the number of online subscription accounts for this issuance was 4,338,689, and the valid number of shares subscribed was 18,676,364,500. The preliminary online allotment rate was 0.02607038%. The total number of allocation numbers was 37,352,729, with a range of 100,000,000,000–100,037,352,728.

II. Implementation of the Clawback Mechanism, Offering Structure, and Final Online Subscription Allotment Rate

Pursuant to the clawback mechanism disclosed in the “Announcement on the Initial Public Offering and Listing on the STAR Market of Nanjing Vishee Medical Technology Co., Ltd.,” given that the preliminary effective subscription multiple for the online offering was 3,835.77 times, exceeding 100 times, the issuer and the sponsor (lead underwriter) decided to activate the clawback mechanism to adjust the allocation between the offline and online offerings. Accordingly, 10% of the total number of shares publicly offered (after deducting the final strategic placement portion), rounded up to the nearest multiple of 500 shares (i.e., 1,640,500 shares), was reallocated from the offline offering to the online offering. After activation of the clawback mechanism, the final number of shares issued in the offline offering amounted to 9,893,701 shares, representing 60.32% of the total issuance volume after excluding the strategic placement; the final number of shares issued in the online offering amounted to 6,509,500 shares, representing 39.68% of the total issuance volume after excluding the strategic placement. Following the activation of the clawback mechanism, the final allotment rate for the online offering was 0.03485421%.

III. Online Lottery Draw

The Issuer and the Sponsor (Lead Underwriter) have scheduled the online subscription lottery draw for this issuance to be held on the morning of July 9, 2020 (T+1 Day) in the Haitang Hall, located on the fourth floor of the Zijinshan Grand Hotel, No. 778 Dongfang Road, Pudong New Area, Shanghai. The results of the online lottery draw will be published on July 10, 2020 (T+2 Day) in China Securities Journal, Shanghai Securities News, Securities Times, and Securities Daily.

Issuer: Nanjing Vishee Medical Technology Co.,Ltd.

Sponsor (Lead Underwriter): Changjiang Securities Sponsorship & Underwriting Co., Ltd.

July 9, 2020