Stock Code: 300149 Stock Abbreviation: ChemPartner
ChemPartner PharmaTech Co., Ltd.
(ChemPartner PharmaTech Co., Ltd.)
(No. 164, Shengli South Road, Jianghai District, Jiangmen City, Guangdong Province)
2024 Prospectus for Issuance of Shares to Specific Targets
(Registration Draft)
Sponsor (Lead Underwriter)
CITIC Securities Company Limited
North Tower, Excellence Times Plaza (Phase II), No. 8 Central Third Road, Futian District, Shenzhen, Guangdong Province
July 2026
Statement
The Company and all directors and senior management warrant that the contents of this prospectus are true, accurate, and complete, and contain no false records, misleading statements, or major omissions. They undertake to fulfill their commitments in accordance with the principle of good faith and assume corresponding legal liabilities.
The Company's person-in-charge, the person-in-charge of accounting work, and the person-in-charge of the accounting department guarantee the truthfulness and completeness of the financial and accounting information in this prospectus.
Any decision or opinion made by the CSRC or the exchange regarding this issuance does not indicate their guarantee of the truthfulness, accuracy, or completeness of the application documents and disclosed information, nor does it constitute a substantive judgment or guarantee of the issuer's profitability, investment value, or investor returns. Any statement to the contrary is a false representation.
In accordance with the Securities Law, after the securities are issued according to law, the issuer is responsible for changes in its operations and earnings. Investors shall independently judge the investment value of the issuer, make their own investment decisions, and bear the investment risks arising from changes in the issuer's operations and earnings or fluctuations in securities prices after the issuance.
Important Matters Notice
The Company specifically requests that investors carefully read the full text of this prospectus and pay special attention to the following important matters before making investment decisions.
I. Overview of the Issuance
(I) Type and Par Value of Shares
The shares issued to specific targets are domestically listed RMB-denominated ordinary shares (A shares), with a par value of 1.00 RMB per share.
(II) Issuance Method and Timing
The issuance will be conducted via a private placement to specific targets. The Company will select an appropriate time to issue shares within the prescribed validity period after obtaining approval from the Shenzhen Stock Exchange and registration consent from the CSRC.
(III) Issuance Target and Subscription Method
The target of this issuance is Ruilian Investment, which will subscribe for the shares in cash.
(IV) Pricing Benchmark Date, Pricing Principles, and Issuance Price
The pricing benchmark date is the first day of the issuance period. After the issuance is registered with the CSRC, the issuance period will be determined by the Board of Directors or its authorized persons, as authorized by the shareholders' meeting, based on market conditions and the principle of protecting the interests of small and medium-sized shareholders.
The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date (Average trading price = Total trading volume for the 20 trading days / Total trading volume for the 20 trading days). If the Company undergoes ex-rights or ex-dividend events such as dividend distribution, bonus issues, or capitalization of capital reserves between the pricing benchmark date and the issuance date, the issuance price will be adjusted accordingly. The adjustment formulas are as follows:
Dividend/Cash Distribution: P1 = P0 - D
Bonus Issue or Capitalization: P1 = P0 / (1 + N)
Both events simultaneously: P1 = (P0 - D) / (1 + N)
Where P1 is the adjusted issuance price, P0 is the pre-adjustment price, D is the dividend/cash distribution per share, and N is the number of bonus shares or capitalization shares per share.