投资者关系活动记录表 证券代码：002123 证券简称：梦网科技 3.希望公司领导能找到新的业绩增长点，不要让广大股东 失望。 | 投资者关系活动类别 ☐ | 特定对象调研 ☐ 分析师会议 | | --- | --- | | ☐ | 媒体采访 ☐ 业绩说明会 | | ☐ | 新闻发布会 路演活动 | | ☐ | 现场参观 | | ☐ | 其他（请文字说明其他活动内容） | | | 线上参加公司关于召开终止发行股份及支付现金购买资产并募集配 | | 参与单位名称及人员姓名 | 套资金暨关联交易事项投资者说明会的全体投资者 | | 时间 | 2025年09月01日 16:00-17:00 | | 地点 | 价值在线（https://www.ir-online.cn/）网络互动 | | | 董事长 余文胜 | | | 副总裁、职工董事、董事会秘书 马立 | | 上市公司接待人员姓名 | 标的公司杭州碧橙数字技术股份有限公司董事长 冯星 | | | 独立财务顾问主办人 杨日盛 | | | 详细问答内容可通过价值在线（www.ir-online.cn）或易 | | | 董app查看。 | | 投资者关系活动主要内容 ...

Core Viewpoint - The announcement by DreamNet Cloud Technology Group Co., Ltd. to terminate the acquisition of Hangzhou Bicheng Digital Technology Co., Ltd. indicates significant challenges in the transaction due to legal disputes affecting the major shareholder's equity, which has implications for the company's future growth and stability [1] Group 1: Company Overview - Bicheng Digital is a leading e-commerce service provider in China, focusing on linking global brands with Chinese consumers through comprehensive e-commerce services [3] - The company reported revenues of 612.07 million yuan, 866.55 million yuan, and 1.20831 billion yuan for the years 2019, 2020, and 2021 respectively, showing a consistent growth trend [3][4] - The net profit attributable to the parent company was 46.05 million yuan, 67.79 million yuan, and 74.61 million yuan for the same years, indicating a gradual increase in profitability [4] Group 2: Legal and Regulatory Issues - The termination of the acquisition was influenced by a court summons received by the major shareholder, which resulted in the freezing of 10.51 million shares, creating a significant obstacle for the transaction [1] - The company faced scrutiny during its IPO application due to the legal issues surrounding one of its major shareholders, Du Peng, who was convicted of operating a gambling establishment [5][8] - The Shenzhen Stock Exchange identified irregularities in the company's control structure during the IPO review process, leading to the withdrawal of its application [10][13]

Core Viewpoint - Mengwang Technology Group Co., Ltd. has decided to terminate the acquisition of assets due to a contractual dispute that led to the freezing of shares held by the transaction counterparty, which does not meet regulatory requirements [1][5][6]. Group 1: Termination of Acquisition - The company announced the termination of the acquisition of 100% equity in Hangzhou Bicheng Digital Technology Co., Ltd. for a transaction price of 1.28 billion yuan and a fundraising amount not exceeding 830 million yuan [5]. - The termination was prompted by a court summons received by Hangzhou Chengxiang, resulting in the freezing of 10.51 million shares of the target company, which significantly impacts the transaction [5][6]. - This situation reflects a broader trend where other companies, such as Guozhong Water, have also had to terminate acquisitions due to similar equity issues [7]. Group 2: Financial Performance - Mengwang Technology has reported continuous losses over the years, with revenues of 3.175 billion yuan, 4.157 billion yuan, 5.234 billion yuan, and 4.404 billion yuan from 2021 to 2024, and net profits of -238 million yuan, -722 million yuan, -1.822 billion yuan, and 42 million yuan during the same period [9]. - In the first half of this year, the company generated revenue of 1.539 billion yuan, a year-on-year decrease of 33.89%, while the net profit attributable to shareholders was 9.2399 million yuan, a slight increase of 0.05% [9]. - Despite expectations of profitability in 2024, the performance in the first half of 2025 is projected to decline again, raising concerns about the company's ability to recover from its financial difficulties [9].

Group 1 - The company held its second special meeting of the independent directors on August 28, 2025, with all three independent directors present, confirming the legality and validity of the meeting [1] - The meeting approved the resolution to terminate the proposed transaction involving the issuance of shares and cash payment to acquire all shares of Hangzhou Bicheng Digital Technology Co., Ltd. [1] - The decision to terminate the transaction was made because it did not meet the regulatory requirements outlined in the "Guidelines for the Supervision of Major Asset Restructuring by Listed Companies" [1]

Group 1 - The company held its fourth meeting of the ninth board of directors on August 28, 2025, with all seven directors participating in the voting, confirming the legality and validity of the meeting [1] - The board unanimously approved the resolution to terminate the issuance of shares and cash payment for asset acquisition and related transactions, with 7 votes in favor and no votes against or abstentions [1] - The decision to terminate the transaction does not require submission to the shareholders' meeting as it was authorized by the second temporary shareholders' meeting of 2025 [2]

Core Viewpoint - The company has decided to terminate the issuance of shares and cash payment for asset acquisition and related fundraising due to significant issues arising from the transaction partner's legal disputes, which have impacted the feasibility of the deal [1][2][4]. Group 1: Transaction Overview - The company intended to issue shares and pay cash to acquire all shares of Hangzhou Bicheng Digital Technology Co., Ltd. and raise supporting funds [1]. - The company had engaged various intermediaries for due diligence, auditing, and legal advice during the transaction process [1][2]. Group 2: Reasons for Termination - The termination was prompted by a legal dispute involving the transaction partner, Hangzhou Chengxiang Enterprise Management Partnership, which resulted in the freezing of 10.51 million shares of the target company [2][4]. - The frozen shares, held by a significant shareholder and performance guarantor, posed a substantial risk to the transaction's compliance with regulatory requirements [2][3]. Group 3: Decision-Making Process - The decision to terminate the transaction was made after thorough discussions and was approved by the company's board of directors and independent directors [3][4]. - The company will not require shareholder approval for the termination as it falls under the authority granted by the previous shareholder meeting [4]. Group 4: Impact of Termination - The termination of the asset restructuring is not expected to adversely affect the company's operational and financial status, and it is believed that the interests of the company and minority shareholders will not be harmed [4][5]. - The company has committed to not planning any major asset restructuring for one month following the announcement of the termination [5]. Group 5: Future Actions - The company will hold an investor briefing on September 1, 2025, to address investor concerns and provide updates on the termination [5].

Core Viewpoint - Montnets Technology Group Co., Ltd. has announced the termination of the issuance of shares and cash payment for asset acquisition, along with related fundraising and transactions, and will hold an investor briefing to address investor concerns [1][2]. Group 1: Meeting Details - The investor briefing is scheduled for September 1, 2025, from 16:00 to 17:00 [1][3]. - The meeting will be conducted in an online interactive format [1][3]. - The location for the meeting is "Value Online" (www.ir-online.cn) [1][3]. Group 2: Participation Information - Investors can participate in the meeting by visiting the provided URL or scanning the QR code before the meeting [2][3]. - Questions can be submitted by investors prior to the meeting, and the company will respond to commonly asked questions within the limits of information disclosure [2][3]. Group 3: Contact Information - The contact person for inquiries is Gao Yizhen, with a provided phone number and email address for further communication [2].

Group 1: DreamNet Technology and Acquisition - DreamNet Technology has terminated its plan to acquire 100% of Orange Digital for a total price of 1.28 billion yuan, which was initially announced on June 26 [2] - The acquisition was intended to be financed through a combination of issuing shares and cash, with a maximum of 830 million yuan raised for supporting funds [2] Group 2: Wuliangye and Digital Economy Fund - Wuliangye has established the Yibin Smart Innovation Digital Economy Industry Fund with a contribution of 1.01 billion yuan [4] - The fund will engage in private equity investments, investment management, and asset management activities [4] Group 3: MiHoYo and Tencent Lawsuit - MiHoYo has initiated a civil lawsuit against Tencent, which has sparked speculation among players regarding the motives behind the action [6] - The case is set to be heard on September 5 in Shenzhen [6] Group 4: China Merchants Bank Half-Year Report - China Merchants Bank reported a revenue of 169.969 billion yuan for the first half of 2025, a decrease of 1.72% year-on-year [7] - The net profit attributable to shareholders was 74.930 billion yuan, reflecting a slight increase of 0.25% [7] - The bank's total assets reached 12.66 trillion yuan, growing by 4.16% compared to the end of the previous year [7] Group 5: Guosen Securities Half-Year Report - Guosen Securities achieved a total revenue of 110.75 billion yuan in the first half of 2025, marking a year-on-year increase of 51.84% [8] - The net profit attributable to shareholders was 53.67 billion yuan, representing a growth of 71.00% [8] Group 6: Biyin Lefen's Performance - Biyin Lefen reported a revenue of 2.103 billion yuan for the first half of 2025, an increase of 8.63% year-on-year [11] - However, the net profit attributable to shareholders decreased by 13.56% to 414 million yuan [11] Group 7: Zeekr's New SUV Launch - Zeekr has launched its new flagship luxury SUV, the Zeekr 9X, with pre-sale prices starting at 479,900 yuan [13] - The model received significant interest, with over 42,000 orders placed within the first hour of the pre-sale [13]

Group 1 - The company announced the termination of the acquisition of assets and related fundraising due to a contractual dispute leading to the freezing of shares held by the transaction partner, which does not meet regulatory requirements [1][3][4] - The acquisition was initially disclosed in January, with a proposed transaction price of 1.28 billion yuan and additional fundraising not exceeding 830 million yuan [3] - The freezing of 10.51 million shares held by the transaction partner significantly impacts the acquisition, as they are the third-largest shareholder and performance guarantor [3][5] Group 2 - The company has been experiencing continuous losses over the years, with revenues of 3.175 billion yuan, 4.157 billion yuan, 5.234 billion yuan, and 4.404 billion yuan from 2021 to 2024, and net profits of -238 million yuan, -722 million yuan, -1.822 billion yuan, and 42 million yuan respectively [6] - In the first half of this year, the company reported a revenue of 1.539 billion yuan, a year-on-year decrease of 33.89%, while the net profit attributable to shareholders was 9.2399 million yuan, a slight increase of 0.05% [6] - Despite a projected turnaround in 2024, the company faces challenges as performance is expected to decline again in the first half of 2025 [7]

Market Performance - The Zhipu AI concept index declined by 2.60%, ranking among the top losers in the concept sector as of the market close on August 29 [1] - Within the Zhipu AI sector, stocks such as Mengwang Technology, Haitian Ruisheng, and Nengke Technology experienced significant declines, while only four stocks saw price increases, with Zhongke Jincai, Worth Buying, and Wanxin Media rising by 3.39%, 0.73%, and 0.43% respectively [1] Capital Flow - The Zhipu AI concept sector saw a net outflow of 4.723 billion yuan, with 55 stocks experiencing net outflows and 15 stocks seeing outflows exceeding 100 million yuan [2] - The stock with the highest net outflow was Zhongke Shuguang, with a net outflow of 990 million yuan, followed by Changshan Beiming, Mengwang Technology, and Shenzhou Digital, with net outflows of 402 million yuan, 298 million yuan, and 275 million yuan respectively [2] Top Gainers and Losers - Among the top gainers in the Zhipu AI concept, Zhongke Jincai led with a 3.39% increase, while Mengwang Technology was among the top losers with an 8.57% decline [3][4] - Other notable losers included Nengke Technology, which fell by 7.38%, and Haitan Ruisheng, which dropped by 7.85% [3][4]