Three months after the release of the "Eight Articles", The Paper learned that the Shanghai Stock Exchange is stepping up the introduction of supporting rules, and a series of innovative systems have been implemented or are on the way.

On June 19, the China Securities Regulatory Commission (CSRC) issued the "Eight Measures on Deepening the Reform of the Science and Technology Innovation Board and Serving the Development of Scientific and Technological Innovation and New Quality Productivity" (hereinafter referred to as the "Eight Measures"), which put forward more than 30 support and optimization measures in eight aspects, including supporting the listing of hard technology enterprises on the Science and Technology Innovation Board, optimizing the issuance and underwriting system, supporting mergers and acquisitions and restructuring more vigorously, and enriching indices and products. It is reported that in the past three months, the Shanghai Stock Exchange has continued to carry out market research and publicity, explain regulatory policies, answer market doubts, and actively promote the implementation of relevant rules, cases, and products, and successively "new" in terms of initial listing, mergers and acquisitions, and index products.

Relevant policies and measures are being promoted

The "Eight Articles" have launched a series of institutional innovation measures in terms of issuance and underwriting, refinancing, equity incentives, etc., aiming to give full play to the role of the "experimental field" of the reform of the Science and Technology Innovation Board, improve the level of service scientific and technological innovation, and better support the development of new quality productivity. It is reported that at present, two systems have been implemented, and a number of supporting systems are being formulated.

The two systems that have been implemented, one is to clarify the adjustment of the high-price exclusion ratio of new stock pricing on the Science and Technology Innovation Board. On the evening of July 24, Longtu Photomask, as the first IPO company on the Science and Technology Innovation Board to apply the exclusion of the 3% highest quotation ratio in the issuance pricing process, released the pricing results of new shares. At present, in addition to Longtu masks, the two new stocks of Linuosi and Hehe Information on the Science and Technology Innovation Board have also applied a high rejection ratio of 3%, and the quotation and pricing are generally prudent and reasonable.

Second, according to the Implementation Rules for the Offline Issuance of Initial Public Offerings of Stocks in the Shanghai Market issued by the Shanghai Stock Exchange and ChinaClear, the requirements for holding the market value of the Science and Technology Innovation Board (the average daily market value of more than 6 million yuan in the previous 20 trading days) have been increased. Industry insiders pointed out that this move will help the Science and Technology Innovation Board introduce more incremental funds, guide funds to hold the stocks of companies on the Science and Technology Innovation Board for a long time, and enhance the internal stability of the market.

It is understood that in the near future, the Shanghai Stock Exchange has also actively carried out market research and cooperated with the drafting of rules around optimizing the application of short-term trading rules for equity incentives, refinancing shelf issuance, and "asset-light, high R&D" recognition standards, and is intensively promoting the introduction of relevant policies and measures, continuously improving the convenience and pertinence of the science and technology innovation board system, and customizing more "handy" institutional tools for science and technology enterprises.

More than 20 mergers and acquisitions have been generated

Since the beginning of this year, the policy of mergers and acquisitions has continued to warm up. A series of supporting policies have been intensively introduced to optimize the policy environment for mergers and acquisitions, improve relevant institutional systems, and encourage enterprises to become bigger and stronger through mergers and acquisitions. On this basis, the "Section Eight Articles" will make greater efforts to support mergers and acquisitions, further clarify the inclusiveness of the valuation of mergers and acquisitions, enrich the payment tools for mergers and acquisitions, support the upstream and downstream mergers and acquisitions of the industrial chain, and support the listed companies on the Science and Technology Innovation Board to focus on the main business of excellence and strengthening to carry out absorption and merger.

The rapid passing of the merger and reorganization project of Puyuan Varitronix (688337) is an important embodiment of the effectiveness of the implementation of the "Eight Articles". On July 16, Puyuan Varitronix issued shares to purchase 67.74% of the shares of Nai Shu Electronics and was approved by the China Securities Regulatory Commission for registration, which was only two months after the restructuring application was accepted on May 14. This transaction is not only the first M&A and restructuring registration of a listed company after the issuance of the "Section Eight Articles", but also the first M&A and restructuring project registered on the Science and Technology Innovation Board during the year.

On September 13, the restructuring application of SRP (688536) to issue directional convertible bonds with cash to acquire Chuangxin Micro was approved by the China Securities Regulatory Commission. The innovation of this case in the scheme has attracted great attention from the market. For example, the target of the transaction, Chuangxin Micro, is an unprofitable company planning to IPO. Chuangxin Micro will have an operating income of 253 million yuan and a net profit of -4.06 million yuan in 2023, which is an unprofitable enterprise. On the basis that the total amount of consideration paid does not exceed the appraised value of the assets, and taking into account factors such as the initial investment cost of different counterparties, the parties to the transaction negotiate and set up differentiated pricing arrangements; Another example is that valuation methods and valuations fully respect market choices. The transaction was evaluated by the income method and the market method, and the market method evaluation conclusion was selected as the pricing basis, and the appraised value rate was about 3 times, and the valuation appreciation rate corresponding to the transaction consideration of some counterparties exceeded 6 times; In addition, in terms of the choice of payment instruments, the use of directional convertible bonds with cash to reduce the transaction uncertainty caused by price fluctuations in the secondary market is the first case in which convertible bonds are used as payment instruments in Shanghai after the new rules on convertible bonds. The successful implementation of this case also provides a useful reference for many companies to be listed, including those whose IPOs have withdrawn from IPO without major deficiencies in compliance, to choose securitization methods, and venture capital institutions to reasonably choose exit channels.

After the release of the "Eight Articles", a total of more than 20 companies on the Science and Technology Innovation Board, such as Xinmai Medical (688016), Xinlian Integration (688469), and Sanyou Medical (688085), have successively released industrial merger and acquisition plans, and the number has increased significantly compared with the same period last year. In the past week alone, three companies, Zhuoyi Information (688258), Aerospace Technology (688239), and Pumen Technology (688389), have launched merger and acquisition plans. On September 11, Hangyu Technology disclosed the acquisition of 90% of the shares of Chengdu Chenghangfa to deepen the company's layout in aerospace, gas turbine and other fields and improve customer stickiness; On the same day, Pumen Technology and related parties increased their capital in Sichuan Anjiechang to obtain 26% of its equity; On September 14, Zhuoyi Information disclosed the acquisition of 48% equity of Apyang Technology, with a transaction consideration of 273 million yuan and an appreciation rate of 1,097.25%, after the completion of the transaction, Apyang Technology will become a wholly-owned subsidiary of the company, and the two parties can form synergies and complementarities in technology accumulation and improve the company's independent and controllable product chain.

Over the past three months, these M&A proposals have also made positive progress. On August 29, 688173 the acquisition of Zinitix, a Korea listed company, was completed. On August 30, Sanyou Medical's merger and reorganization plan was deliberated and approved by the general meeting of shareholders; On September 5, Innosilicon disclosed the draft restructuring and acquired the remaining 72.33% equity of its holding subsidiary Innosilicon Yuezhou, with a transaction price of 5.897 billion yuan, which was also the largest chip merger and acquisition in the A-share year.

Under the combined effect of policy support and market demand, mergers and acquisitions on the Science and Technology Innovation Board have become more and more active, and the published cases may serve as a model for more science and technology companies to carry out industrial mergers and acquisitions. It is expected that more science and technology enterprises will improve asset allocation through mergers and acquisitions, further stimulate market vitality, and promote the shaping of a new industrial ecology.

Indices and fund products continue to be "new".

On August 2, the Shanghai Stock Exchange officially announced the formulation of the "Three-Year Action Plan for Index Business (2024-2026)", which clearly states that it will continue to enrich the index varieties of the Science and Technology Innovation Board, improve the indexation investment ecology, and gradually build an index risk management system. After the launch of the "Science and Technology Eight", the Science and Technology Innovation Board added 8 indexes, including the Science and Technology Innovation 200 Index and the Shanghai Stock Exchange Science and Technology Innovation Board Semiconductor Materials and Equipment, with the number increasing by 50%. There are a total of 24 indexes on the Science and Technology Innovation Board, which has initially formed a broad-based index represented by the Science and Technology Innovation 50 and Science and Technology Innovation 100, an industry theme index represented by Science and Technology Innovation Information, Science and Technology Innovation Biology, Science and Technology Innovation Chips, and Science and Technology Innovation Materials, a regional theme index represented by Science and Technology Innovation Yangtze River Delta and Science and Technology Innovation Greater Bay Area, and a strategic index represented by Science and Technology Innovation.

On September 6, Huatai Pineapple SSE Science and Technology Innovation Board 200 ETF was officially approved. This is also the first product tracking the SSE STAR Market 200 Index after the index was released on August 20 and the product was reported on August 29. In the eyes of industry insiders, the launch of the first Science and Technology Innovation 200 ETF not only marks the further enrichment of the index system and index products of the Science and Technology Innovation Board, broadens new channels for investors to participate in the investment of the Science and Technology Innovation Board, but also is an important practice for public funds to help the development of new quality productivity, which is expected to guide more funds to pay attention to the "hard technology" industry.

Recently, a number of fund companies are also actively reporting index products related to the Science and Technology Innovation Board. Wind data shows that since June, Bosera, Huaxia, Harvest, Wells Fargo, Invesco Great Wall, Wanjia and other fund companies have reported ETFs related to the Science and Technology Innovation Board and their feeder funds, tracking indices including Science and Technology Innovation 50, Science and Technology Innovation Board New Energy, Science and Technology Innovation Board Growth, Science and Technology Innovation Board Industrial Machinery, Science and Technology Innovation Board Biomedicine, etc. At present, the scale of ETFs tracking the STAR Market Index has exceeded 150 billion yuan, of which the scale of the STAR 50 ETF and its enhanced ETF is close to 130 billion yuan, and 13 products have been listed on 7 national and regional exchanges such as United States, United Kingdom and Japan, becoming one of the A-share broad-based indices with high attention from domestic and foreign investors.

Industry insiders pointed out that with the gradual implementation of the innovation system, typical cases, index products, etc., the policy effect and market effect brought by the "Eight Articles" will be further revealed, providing a broader space for scientific and technological innovation and the development of new productive forces.