科技股份有用 影石创新科技股份有限公司 (草案) 章程 (首次公开发行并在科创板上市后适用) 二〇二四年五月 | . | | | --- | --- | | œ | 3 | | . | 1 | | 中一书 文回 | | --- | | 策一音 经营总会和求用 - | | 地一书 即心 | | 笛一书 股份发行 - | | "一书 股份炒减和回购 | | 竺二书 昭俗姓)。 一般 - | | 管加音 卧龙和服车会 | | 股东 = 第一节 | | 股东会的一般规定 第二节 | | 股车合的召集 - 第三节 | | 昨年令的程案三通知 第四节 | | 股东会的召开 第五节 | | 股东会的表决和决议 ……………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………………22 第六节 | | 第工音 美寓스 | | 董事 第一节 | | 蓄車令 第二节 | | 油立董事 第三市 | | 蓄事会专门委员会 第四节 | | 董事会秘书 第五节 | | 第六章 总经围 ...

Core Viewpoint - The company Insta360, known for its leading position in the panoramic camera market, has successfully launched its IPO on the STAR Market, marking a significant milestone in its growth trajectory [2][7]. Group 1: Market Position and Performance - Insta360 holds a dominant market share in the global consumer panoramic camera market, with a 67.2% share, followed by Ricoh and GoPro at 12.4% and 9.2% respectively [3]. - The company's revenue is projected to grow from 2.041 billion yuan in 2022 to 5.574 billion yuan in 2024, representing a compound annual growth rate (CAGR) of 65.25% [3]. - The net profit after deducting non-recurring items is expected to increase from 381 million yuan to 946 million yuan during the same period, indicating a continuous improvement in profitability [3]. Group 2: Sales and Distribution Strategy - Insta360 has established a sales network in over 60 countries, with overseas revenue projected to reach 4.223 billion yuan in 2024, accounting for 76.35% of total revenue [4]. - The company has partnered with major retailers such as Apple Store, Best Buy, and Media Markt, and online channels contribute nearly 48% of its revenue [4]. Group 3: Technological Innovation and R&D - The company has invested 1.48 billion yuan in R&D over the past three years, maintaining a high R&D expense ratio of over 13% [6]. - Insta360 has developed 189 authorized patents covering key technologies in panoramic imaging, stabilization, and AI [6]. - The company continues to innovate with new product launches, maintaining a pace of 2-3 new products each year, including the latest AI video conferencing all-in-one machine [7]. Group 4: Future Outlook and Industry Position - The successful IPO marks a new development phase for Insta360, positioning it to leverage capital for further growth in the VR/AR and AI imaging sectors [7]. - The company has been recognized as one of the "Top 50 Global Innovative Companies" by Fast Company, enhancing its brand reputation [5].

Financial Performance - Revenue for the reporting period was 2,041.13 million RMB, 3,636.39 million RMB, and 5,574.13 million RMB, with net profits of 380.93 million RMB, 791.17 million RMB, and 945.67 million RMB after deducting non-recurring gains and losses[21] - The company reported a revenue increase of 15% year-over-year for the latest fiscal year[35] - The company's total revenue for the fiscal year 2024 reached ¥553,020.87 million, a significant increase from ¥359,203.95 million in 2023, representing a growth of 53.9%[106] - The company reported a user growth of 25% in the last quarter, reaching a total of 50 million active users[35] - The net profit attributable to the parent company for Q1 2025 was 176.35 million yuan, a slight decrease of 2.50% year-on-year[66] - The company's revenue for the reporting periods was 204,113.36 million, 363,639.23 million, and 557,412.56 million, with net profits of 40,733.40 million, 82,957.51 million, and 99,474.91 million respectively, indicating a strong growth trajectory[141] Market Expansion and Strategy - The company intends to expand its global market presence and enhance brand influence, leveraging capital market resources to accelerate international business development[12] - The company aims to enhance its global market promotion and sales channel construction, focusing on the Asia-Pacific, North America, and Europe regions to increase brand penetration and influence[23] - The company aims to expand its market presence through strategic partnerships and investments in technology development[34] - The company has established a comprehensive sales network across over 60 countries, selling products through both online and offline channels[21] - The company aims to enhance its market presence in both domestic and international markets, focusing on regions such as the U.S., Japan, Germany, and Spain[129] Research and Development - The company aims to enhance R&D investment in core technology areas such as image capture, image processing, and AI algorithms to maintain its leading position in the smart imaging technology sector[11] - The company will continue to innovate in technology and product planning, focusing on core technologies such as panoramic technology, anti-shake technology, and AI technology[22] - The company is focusing on developing new product lines and upgrading key technologies, resulting in increased R&D expenses for the first half of 2025 compared to the previous year[72] - The company’s core technology system includes panoramic technology, anti-shake technology, and AI imaging processing technology, which are pivotal for its product offerings[102] - The company’s R&D investment accounted for 13.16% of its operating revenue over the last three years, significantly exceeding the 5% threshold[120] Governance and Management - The company plans to optimize its governance structure and improve management efficiency through the listing process[14] - The company has a low actual controller shareholding of 34.00%, which may lead to governance risks and decision-making inefficiencies[53] - The actual controller and major shareholders have made commitments regarding share lock-up periods in case of significant profit declines post-IPO[76] - The company has established a profit distribution policy post-IPO to enhance transparency and operational feasibility for shareholder returns[75] Investment and Financing - The company plans to raise approximately 463.78 million RMB through the issuance of 41 million shares, accounting for 10.22% of the total share capital post-issuance[19] - The company plans to invest ¥46,377.53 million from the proceeds of this issuance into two key projects: the smart imaging equipment production base and the Shenzhen R&D center[125] - The strategic placement plans include participation from large enterprises with strategic cooperation relationships[83] - The total investment amount for the management plans, Zhongjin Yingshi 1 and 2, will not exceed 13,700.40 million RMB, representing 10.00% of the public offering size, which is 4.10 million shares[87] Product Development - The company is focusing on the development of new products and technologies to drive future growth[34] - New product offerings include advanced visual algorithms and wearable imaging devices, expected to contribute significantly to revenue growth[35] - The company has launched the fifth-generation product X5, featuring a 1/1.28-inch sensor and AI triple-chip, enhancing 8K panoramic video quality and introducing a new night recording mode[107] - The introduction of AI algorithms in the ONE RS enhances dynamic range and night scene performance, improving overall image quality[108] Risks and Challenges - The company faces risks from international trade tensions, including a 10% tariff imposed on imports from China, which could adversely affect business operations[45] - The company faces risks of performance fluctuations due to industry competition, international conditions, and management factors, with a potential risk of over 50% decline in operating profit in extreme cases[58] - The company is currently involved in a 337 investigation by GoPro, which could lead to significant legal and operational repercussions if the outcome is unfavorable[43] - The company is exposed to risks from international trade tensions, with potential tariffs impacting its business operations and sales growth[137] Employee Engagement and Talent Development - The company will focus on attracting and cultivating high-end talent to build an innovative team, ensuring sustainable development[13] - The company is investing in its talent pool, with a significant number of core employees in managerial and technical positions, which is crucial for innovation and operational efficiency[92] - The consistent subscription amount across all core employees suggests a unified confidence in the company's growth strategy and future performance[90] - The hiring of senior industry research managers and sales directors suggests a strategic push towards market expansion and enhanced competitive positioning[91]