Source: twenty-first Century Economic Report
On the morning of June 11th, the China Securities Regulatory Commission disclosed the millet CDR (China depository receipts) prospectus, which is only four days since the publication of CDR related documents.
In the early morning of June 7th, the CSRC issued 9 regulations and normative documents, such as the issuance of depository certificate and the management of transaction (Trial), and made clear requirements for the issuance, listing, trading and information disclosure system of CDR.
In the eyes of the outside world, the issuance of the above documents means that the CDR issuance work, which has been brewing for half a year, will enter a substantive stage. According to the disclosure of the official website of the SFC in June 8th, the new regulation was issued on June 7th, and millet submitted an application for CDR issuance to the SFC and was accepted.
With the issuance of the prospectus, the distance from the first share of CDR is getting closer and closer. At the same time, the details of the specific implementation of CDR are beginning to emerge. An industry analyst told the twenty-first Century economic reporter that, although millet did not disclose much information about the issue, the first CDR prospectus would be of great reference value to the industry.
CDR fundraising 32 billion yuan
The millet prospectus disclosed by the SFC shows that millet CDR is to be listed on the Shanghai stock exchange and is issued to the depository institution in the category of B common stock, which is made by CITIC Securities as a sponsor. At the same time, Xiaomi made it clear that it will be listed on the stock exchanges in China, and will be listed simultaneously with the HKEx.
The prospectus was not disclosed for information about the number and price of CDR issued by the outside world, but the news was quoted by the media that the millet planned to finance $10 billion, of which the issuance of CDR was about $5 billion, and the number of issuance was not more than 7% of the total equity.
A broker said to reporters on the news that if A shares were raised by 5 billion dollars (about 32 billion yuan) and 7% of equity, millet was valued at about $71 billion or around $80 billion. Earlier, sources said that the value of millet given by investors was generally between 75 billion and 85 billion dollars.
For the use of A shares to raise funds, millet proposed that 30% of them will be used to develop core independent products; 30% to expand and strengthen the ecological chain of major industries such as IoT and living consumer products and mobile Internet services; 40% for global expansion.
In terms of the issue price, the prospectus shows that millet plans to adopt a market-based inquiry to determine the price of the issue by taking into account the basic aspects of the company, the needs of the investors, the ability of the market, the demand for future development and so on.
The above securities dealers told reporters that, at present, because millet belongs to the pilot enterprises that have not yet been listed abroad, it will be consistent with the IPO of Hong Kong shares on its CDR pricing. However, the personage further said, compared with the issue price, what is the relationship between the future CDR and the Hong Kong stocks, especially in the stock price, what kind of way is the two interworking, is the core issue that the outside world is most expected to understand.
Reporters learned that millet promised in the prospectus, will ensure that holders of depository receipts enjoy the rights and interests of foreign basic stock holders. The concrete way is that the holder of CDR can enjoy the rights of other B ordinary shareholders of the company, such as the depositors' actual benefits of assets, participation in major decision-making, the distribution of remaining property and so on.
However, according to the new CDR regulation issued by the SFC, CDR and the stock basic stocks issued overseas will not be arranged in any way. In the risk tip of the prospectus, millet also pointed out that, since CDR and Hong Kong shares can not be directly converted or replaced, and there are different trading rules, trading mechanisms and characteristics between the two, and there is a large difference in investor base, so the price of CDR and Hong Kong shares may not be the same, but each other may produce one. The definite effect.
At the same time, millet believes that CDR is a market innovation product, and there is no precedent in China's capital market. There are great uncertainties in its future trading activity, price determination mechanism, and investor concern. Moreover, CDR holders' rights or interests are further diluted as the company has applied to issue shares and listed in Hongkong, China, and may still issue new shares in the future.
Revenue of 34 billion 400 million yuan in the first quarter
In May 3rd, the IPO prospectus submitted by millet to Hong Kong has been published, and this release of the CDR prospectus, in addition to the information related to CDR, has also updated some of the latest content.
The prospectus showed that in the first quarter of 2018, the operating income of millet was 34 billion 412 million yuan, and the net profit attributable to the general shareholders of the parent company was 1 billion 38 million yuan after deducting the non recurrent profit and loss. During the period from 2015 to 2017, the revenue of millet was 66 billion 811 million yuan, 68 billion 434 million yuan and 114 billion 625 million yuan respectively, and the net profit of the deduction was -22.48 billion yuan, 233 million yuan and 3 billion 945 million yuan respectively.
It is worth noting that if the non recurring gains and losses are not deducted, the net profit of the first quarter is -70.27 billion yuan. This is mainly due to the convertible redeemable preferred stock accounting. The company can convert the redeemable preferred stock to the financial liabilities accounting at the fair value and its change into the current profit and loss. The rising valuation of the company leads to a corresponding rise in the fair value of the preferred stock, making the first quarter Fair. The loss of value is 10 billion 71 million yuan.
However, reporters noted that the A shares and Hong Kong stocks differ in the rules of information disclosure, so the data of the two are different. For example, according to the rules of the Hong Kong stock market, the net profit of the first quarter was adjusted to 1 billion 699 million yuan, which is higher than the net profit of 1 billion 38 million yuan of A shares.
A securities expert told reporters that the differences between A shares and Hong Kong shares are mainly reflected in non - recurrent gains and losses, as well as whether to deduct investment returns from financial products and government subsidies. Millet's CDR prospectus, as of March 31, 2018, millet has not made up a total loss of 135 billion 200 million yuan, which is mainly due to convertible redeemable preferred shares of the fair value changes led to.
In addition, the prospectus also showed that the Internet service revenue of the first quarter of the millet was 3 billion 231 million yuan, Maori 2 billion 119 million yuan, the gross profit rate reached 65.58%, and the gross profit accounted for 40%. At the same time, the income of millet IoT and consumer products reached 7 billion 697 million yuan in the first quarter, while the total revenue of the business in 2017 was 23 billion 448 million yuan.
According to disclosure, millet IoT platform has connected 100 million devices (not including smartphones and notebook computers). If the number of networked equipment is counted, millet accounts for 1.9% of the global market for consumer goods and goods, and Amazon and apple are 1.2% and 1%, respectively. By the end of 2017, millet accounted for 1.7% of the global market for consumer goods, and 0.9% for Amazon and apple.
Up to now, there are 37 overseas subsidiary companies, 71 domestic holding subsidiaries, and 213 shareholding companies directly holding shares or interests.
In the CDR is still brewing, there are news that the first batch of CDR list has been determined: the first millet, then Baidu, Alibaba, Jingdong, Tencent, Tencent, Ctrip, Shun Yu optics will be launched. Although the news was not officially announced, in the afternoon of June 11th, after the publication of the CDR prospectus of millet, Baidu sent millet to become the second company issuing CDR. It is said that Baidu has selected Huatai Securities and CITIC Securities as the sponsor of CDR.
Although Baidu, as a company already listed in the US stock market, has a big difference between its CDR and millet, it does not prevent millet from becoming a touchstone for other companies. According to the more reliable information, Xiaomi or CDR will be issued at the Shanghai Stock Exchange in July 16th, and then IPO will be conducted at HKEx in July 17th. Millet successfully opened the prelude to CDR. Next, investors will be waiting to see its bell ring.
From the 21 st century economic report , the author gives us the first stock of the original title , the First Unit of the CDR .