On the evening of July 8, official website of Shanghai Stock Exchange showed that the censorship status of Papaya Mobile was changed to "censorship terminated". According to the news released by the Shanghai Stock Exchange, a few days ago, the application for withdrawing the issuance and listing of Papaya Mobile and its sponsors was reviewed. According to the relevant rules, its application was approved and it was decided to terminate the review of the issuance and listing of its science and technology innovation board according to law. The Shanghai Stock Exchange said that the withdrawal of the application for issuance and listing is the independent judgment and normal behavior of the reporting enterprise, and the Shanghai Stock Exchange respects it.
10 1 days later, why did Papaya Mobile take the initiative to stop the IPO after two rounds of inquiries?
In the eyes of market participants, this shows the deterrence of inquiry review under the registration system-focusing on information disclosure and taking "full, consistent and understandable" as the criterion. At the same time, the audit question and answer is not only an interactive process to enrich the information disclosure, but also a regulatory process to deter fraudulent issuance and facilitate investors to make investment decisions with sufficient information. The listing audit under the registration system will give issuers and their sponsors the most penetrating market test.
The four puzzles are difficult to solve, which leads to the initiative to withdraw the order.
From the acceptance of the listing application in science and technology innovation board on March 29th to the termination of the audit on July 8th, the "audit" process of Papaya Mobile in science and technology innovation board lasted 10 1 day. In the meantime, after two rounds of inquiries, the company replied to "89 questions", among which core technology, business model, technological advancement, income and so on are all hot issues asked by the Shanghai Stock Exchange.
According to the introduction of the Shanghai Stock Exchange, on June 28th, after two rounds of inquiries and replies, the audit center of the Shanghai Stock Exchange held an audit meeting to form an audit report on the application for the issuance and listing of papaya mobile, which was to be submitted to the listing committee for deliberation, and sent a letter asking the issuer and the sponsor to submit a prospectus to attend the meeting. On July 4th, the company and the sponsor submitted an application for withdrawal of listing. In this regard, the Shanghai Stock Exchange decided to terminate the listing review of its science and technology innovation board.
According to the application draft, Papaya Mobile is a company that relies on independent research and development technology for big data processing and analysis, and mainly uses global big data resources and big data processing and analysis technology to provide overseas marketing services for domestic enterprises. The company plans to raise funds of165438+76 million yuan, and Zhongtian Guo Fu Securities is the sponsor of the company.
Why did Papaya Mobile take the initiative to stop IPO?
Looking through the company's two rounds of "answer sheets", it is not difficult to find the answer-the focus of audit inquiry has revealed four major doubts about the company's advanced core technology, business model, sustainable operation ability and information disclosure.
First of all, in terms of technological advancement, Papaya Mobile disclosed that it currently owns 1 US patents and has no domestic patents. During the reporting period, the proportion of R&D investment was 4.94%, 65,438+0.20% and 0.765,438+0% respectively, and the gross profit margin of each period was 20.365, 438+0%, 6.24% and 4.38 respectively. The inquiry of Shanghai Stock Exchange requires the issuer to explain what kind of core technology it has, and further disclose whether the company's core technology is advanced and can be effectively transformed into operating results in combination with the trend of gross profit margin, R&D investment and the technical level of comparable companies in the same industry during the reporting period.
Secondly, in terms of the nature and mode of business, SSE pays attention to the accuracy of the issuer's industry positioning and classification, and requires the issuer to fully explain and disclose whether the company's industry positioning is accurate in combination with multiple factors such as the industry classification catalogue and guide issued by relevant departments, the company's specific business activities, the source and acquisition of big data, and the similarity between its main business and comparable companies.
At the same time, the Shanghai Stock Exchange pays special attention to whether the company has fully disclosed the risk factors that may have a significant impact on its ability to continue operations. For example, in 20 18, the purchase amount of Papaya Mobile from Facebook accounted for 9 1.99% of the annual purchase amount, and the relevant income was mainly realized through Facebook channel, while its purchase accounted for a low proportion of Facebook's Asian income and total advertising revenue, and the relevant contract terms also adversely affected the sustainability of its business, and the company did not fully disclose the adverse impact of the above situation on the company's ability to continue to operate in a prominent position in the prospectus.
In addition, the Shanghai Stock Exchange also found that there are many doubts about the adequacy, consistency and understandability of important information disclosure of Papaya Mobile.
The power of questioning and auditing has emerged.
In fact, one question, two questions or even multiple rounds of inquiries are interrelated and progressive in the audit procedures and mechanisms, which is an important basis for subsequent audit institutions and listing committees to make audit judgments. The process of multiple rounds of inquiry is a process of constantly highlighting key points and focusing on problems on the basis of comprehensive inquiry, and constantly urging issuers and intermediaries to disclose information truly, accurately and completely. This is also a regulatory process to prevent fraudulent issuance and promote investors to make investment decisions on the basis of sufficient information.
Obviously, in two rounds of comprehensive and focused inquiries, Papaya Mobile's answers about the positioning, attributes, listing conditions and distribution conditions of scientific and technological innovation are not clear. Under the audit power of highlighting key points, reasonable doubts and compacting responsibilities, the issuer and its sponsors are still unable to show the "true face" of their scientific and technological innovation, which may be the key to their final choice to leave their jobs voluntarily.
In particular, the Shanghai Stock Exchange pointed out that the contents of the audit inquiry and the replies of issuers and intermediaries are part of the listing application documents and have been publicly disclosed in accordance with the prescribed procedures. It is worth noting that once the application documents for issuance and listing are accepted, once the contents of the reply to the audit inquiry are disclosed, they are legally binding on the issuer and relevant institutions, and the legal responsibility for the truthfulness, accuracy and completeness of the information disclosure documents will not be alleviated due to the termination of the audit. Before the termination of the audit, if the issuer's information disclosure and intermediary practice have violated the rules, the Shanghai Stock Exchange will handle it in accordance with relevant regulations.
At present, the first batch of listed enterprises of the science and technology innovation board have been produced, and the issuance and listing audit of other reporting enterprises is progressing in an orderly manner in accordance with the basic requirements, audit standards and prescribed procedures for setting up the science and technology innovation board and the pilot registration system. In the audit of issuance and listing, the Shanghai Stock Exchange will make an audit judgment and form an audit opinion on whether the issuer meets the issuance conditions, listing conditions and information disclosure requirements on the basis of giving full play to the due function of public inquiry audit.
The Shanghai Stock Exchange further stated that it will continue to focus on information disclosure, grasp the positioning of the science and technology innovation board, focus on major issues such as the issuer's scientific and technological content, advanced technology, the use of advanced technology to carry out production and operation, major operations and technical risks, and urge the issuer to fully disclose relevant information so that market participants can effectively judge the issuer's scientific and technological attributes and investment value.
The first withdrawal! What happened to papaya mobile in the IPO audit of science and technology innovation board for more than three months?
Papaya moved into the science and technology innovation board to terminate the audit. The first share: the materials were urgently withdrawn before the meeting, and there were clues in the inquiry.
(Article Source: shanghai securities news)
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