On July 12, the China Securities Regulatory Commission disclosed the "Requirements for Supplementary Materials for the Filing of Overseas Issuance and Listing (July 5, 2024 - July 11, 2024)", involving Flash, Lingkai Technology, Shanghai Baoyun (iYunbao), Baofeng Biotech, Jiayou Holdings, Ningbo Haixian, etc. Among them, Lingkai Technology and Ningbo Haixian plan to be listed on the main board of the Hong Kong Stock Exchange.
According to Bedo Finance, Shanghai Lingkai Technology Co., Ltd. (hereinafter referred to as "Lingkai Technology") submitted a listing application on the Hong Kong Stock Exchange on June 12, 2024. In particular, the shareholders of Lingkai Technology include A-share listed companies Huashen Technology (000790.SZ), Fuxiang Pharmaceutical (300497. SZ) and so on.
Lingkai Technology said in the prospectus that the company is committed to providing small molecule compound technology and product solutions, focusing on the pharmaceutical, new materials and new energy industries. According to CIC, Lingkai Technology is the fifth largest supplier of terbium chloride in China's new materials industry in terms of revenue in 2023.
In 2021, 2022 and 2023, Lingkai Technology will achieve revenue of 135 million yuan, 216 million yuan and 485 million yuan respectively, gross profit of 22.893 million yuan, 8.129 million yuan and 234 million yuan respectively, and net profit of about -36.942 million yuan, -71.150 million yuan and 136 million yuan respectively.
It is worth mentioning that a large part of the revenue of Lingkai Technology comes from major customers. During the reporting period, the company's top five customers contributed 58.1%, 61.9% and 79.8% of its total revenue, respectively. However, Lingkai Technology does not believe that it has a heavy dependence on large customers, and says that it is a two-way choice between the company and customers.
According to the prospectus, Shandong Lingkai is the fourth largest customer of Lingkai Technology in 2023, accounting for 15.3% of revenue. Previously, Shandong Lingkai was a subsidiary of Lingkai Technology, and after the transfer of shares with Huashen Technology, it is now an associate company with 30% equity of the latter.
Lu Qian, chairman of Lingkai Technology, has served as a director of Shandong Lingkai since August 2022, and the two have a close relationship from equity to business. Lingkai Technology has signed an equipment design and sales agreement with Shandong Lingkai, with a contract value of about 60 million yuan, and 37.2 million yuan has been recognized as revenue by the end of 2023.
In addition, the design and sales service object of Lingkai Technology's flow chemical equipment is also Shandong Lingkai. It is not difficult to find that the growth of Lingkai Technology's emerging service business is gratifying, and has become the biggest contributor to the growth of revenue and profit, but the growth of this business is to a certain extent achieved by related party transactions, and the growth of future performance still needs to be verified.
Since its establishment, Lingkai Technology has received multiple rounds of financing. Among them, Fuxiang Pharmaceutical invested 117 million yuan in Lingkai Technology in July 2022, and Huashen Technology injected 200 million yuan into Lingkai Technology through its wholly-owned subsidiary Hainan Huashen in January 2023 and became a shareholder of the latter.
According to the prospectus, the latest round of financing of Lingkai Technology will take place in September 2023, and it has received a strategic investment of 60 million yuan from individual investor Sun Jianhui, with a post-investment valuation of 3.56 billion yuan. With the fall of the timpani hammer for the restructuring into a joint-stock liability company in 2024, Lingkai Technology quickly started the listing process.
In the equity structure before the sprint listing, Lu Qian, the founder of Lingkai Technology, chairman and general manager, directly holds 56.11% of the company's shares, and as the managing partner of Tianjin Lingren and Tianjin Lingsheng, he has 16.20% and 4.28% of the equity interests, and can exercise a total of 76.60% of the company's voting rights.
According to Beduo Finance, the China Securities Regulatory Commission (CSRC) requires Lingkai Technology to explain the basis and fairness of the pricing of equity changes since February 2021, and please explain the legality and compliance of the historical equity holding arrangement. At the same time, explain the company's loan to the actual controller and his relatives, explain the specific purpose of the loan, whether it is repaid, etc.
In addition, in April 2024, Lingkai Technology acquired Shanghai Jinyun Medical Technology Co., Ltd. (hereinafter referred to as "Shanghai Jinyun Medical"), and offset the acquisition consideration with the amount receivable from the actual controller, requiring it to explain the details of Shanghai Jinyun Medical, the synergy between its business and the company's business, the necessity of the acquisition and the fairness of the consideration.
Tianyancha App information shows that Shanghai Jinyun Medical was established in May 2013, formerly known as Shanghai Xudong Medical Imaging Technology Co., Ltd. At present, the registered capital of the company is 57.33 million yuan, the legal representative is Lu Zhengxi, and the wholly-owned shareholder is Lingkai Technology.
In April 2024, Shanghai Jinyun Medical underwent industrial and commercial changes, in which Shanghai Yigu Industrial Co., Ltd. was no longer a shareholder of the company and was replaced by Lingkai Technology.