Core Viewpoint - The company plans to issue convertible bonds to unspecified investors, which may dilute immediate returns for existing shareholders, and has proposed measures to mitigate this dilution [1][2][7]. Group 1: Impact on Financial Indicators - The issuance of convertible bonds will affect key financial metrics, with scenarios analyzed for both full conversion and no conversion by December 31, 2026 [3][4]. - If the bonds are fully converted, the total share capital will increase to 19,048.55 million shares, with a projected net profit of 1,904.41 million yuan [3][4]. - The basic earnings per share (EPS) and diluted EPS are expected to decrease under various profit growth scenarios, with the diluted EPS potentially dropping to 0.13 yuan if profits remain flat [5][6]. Group 2: Necessity and Feasibility of Fundraising - The fundraising project aligns with the company's strategic development and market demand, enhancing its competitive edge and long-term profitability [8][9]. - The company has a strong technical foundation in the power supply industry, which supports the feasibility of the proposed projects [10][11]. Group 3: Measures to Mitigate Dilution - The company will implement measures to enhance the efficiency of fund management and usage, aiming to improve profitability and maintain a stable profit distribution policy [12][13]. - A dedicated management system for the raised funds will be established to ensure compliance and effective use [14]. Group 4: Commitments from Management - The company's board and senior management have made commitments to ensure the effectiveness of the measures to mitigate dilution and protect shareholder interests [15][16].

Core Viewpoint - The company, Shijiazhuang Tonghe Electronic Technology Co., Ltd., plans to issue convertible bonds totaling up to RMB 521.93 million to unspecified investors, pending approval from the shareholders' meeting and regulatory authorities [2][6][21]. Group 1: Issuance Overview - The issuance will consist of convertible bonds that can be converted into the company's A-shares, with the bonds and converted shares to be listed on the Shenzhen Stock Exchange [6]. - The total amount of the convertible bonds to be issued is capped at RMB 521.93 million, with the specific amount to be determined by the board of directors within this limit [6][21]. - Each bond will have a face value of RMB 100 and will be issued at face value [6]. - The bonds will have a term of six years from the date of issuance [6]. Group 2: Financial Information - As of June 30, 2025, the company's total assets amounted to RMB 2.22 billion, with total liabilities of RMB 1.05 billion and total equity of RMB 1.17 billion [25][26]. - The company's revenue for the first half of 2025 was approximately RMB 585.87 million, with a net profit of around RMB 15.47 million [26]. - The company reported a significant increase in accounts receivable, rising from RMB 441.01 million in 2022 to RMB 759.53 million in June 2025 [25]. Group 3: Bondholder Rights and Conditions - Bondholders will have the right to convert their bonds into shares after a specified period, with the conversion price to be determined based on the average trading price of the company's A-shares prior to the issuance [8][10]. - The company will have the option to redeem the bonds at face value plus accrued interest under certain conditions, such as if the stock price exceeds 130% of the conversion price for a specified period [12]. - Bondholders will also have the right to sell their bonds back to the company if the stock price falls below 70% of the conversion price during the last two interest years [13]. Group 4: Use of Proceeds - The net proceeds from the bond issuance will be used for specific investment projects as outlined in the fundraising plan, with the total investment amounting to RMB 521.93 million [21][22]. - The company may initially use its own funds for these projects before the bond proceeds are available, and any shortfall will be addressed through self-funding or other financing methods [21]. Group 5: Regulatory Compliance - The issuance complies with the relevant laws and regulations, including the Company Law and Securities Law, and has undergone self-examination by the board of directors [5][6]. - The effectiveness of the issuance is contingent upon approval from the shareholders' meeting and registration with the China Securities Regulatory Commission [2][6].

Core Viewpoint - The company plans to issue convertible bonds to raise up to 521.93 million yuan for business development and to enhance its sustainable growth capabilities [2][3]. Fundraising Plan - The total amount to be raised from the convertible bond issuance is capped at 521.93 million yuan, which will be allocated to specific projects after deducting issuance costs [2]. - The company may initially invest its own funds in the projects before the raised funds are available, and if the net amount is less than planned, it will implement projects in order of priority [2]. Background and Purpose of the Issuance - The issuance is driven by the rapid growth in demand for computing power, particularly in the context of artificial intelligence and digital economy [3]. - The global computing power scale reached 1,397 EFlops in 2023, with a growth rate of 54%, indicating a significant increase in demand for computing equipment [3]. - The Chinese intelligent computing center market is projected to grow from 879 billion yuan in 2023 to 2,886 billion yuan by 2028, with a compound annual growth rate of 26.8% [3]. Market Demand and Technological Trends - The demand for data center electricity is expected to rise, with global AI data centers projected to consume approximately 4,150 billion kWh by 2024 [4]. - The company aims to optimize power supply and distribution systems to meet the increasing efficiency demands of data centers [4][5]. - The HVDC (High Voltage Direct Current) solution is highlighted as a more efficient alternative to traditional UPS systems, with advantages in stability, reliability, and cost [5][6]. Project Implementation and Necessity - The company plans to establish a specialized R&D and production base for HVDC systems in Shijiazhuang and Xi'an, with a total investment of 406.93 million yuan over two years [8]. - The project aims to enhance the manufacturing capacity of HVDC products and align with the growing demand in the data center sector [8][9]. - The company has already developed HVDC products and is beginning to generate revenue from these offerings [7][8]. Financial Impact and Feasibility - The issuance of convertible bonds is expected to improve the company's capital structure and reduce financial risk compared to traditional bank financing [7][21]. - The company anticipates that the project will yield a post-tax internal rate of return of 14.96% and a payback period of approximately 9.97 years [18]. - The funds will also be used to supplement working capital, addressing the increasing operational funding needs due to business growth [20]. Conclusion - The fundraising initiative aligns with national industrial policies and market trends, enhancing the company's competitive position and long-term sustainability [21].

Core Viewpoint - The company plans to issue convertible bonds to enhance its capital strength and profitability, supporting long-term sustainable development [2][10][29] Group 1: Necessity of Issuing Convertible Bonds - The total amount to be raised from the issuance of convertible bonds is not more than 521.93 million yuan, which will be used for research and production of power supply systems for data centers and to supplement working capital [2][10] - The choice of convertible bonds aligns with the company's overall development strategy and market demand, providing a good market outlook and helping to consolidate existing advantages [3][10] - Traditional debt financing methods, such as bank loans, are limited in amount and higher in cost, making convertible bonds a more flexible and cost-effective option [3][10] Group 2: Appropriateness of Issuance Targets - The issuance targets include natural persons, legal entities, and other investors with accounts at the Shenzhen branch of the China Securities Depository and Clearing Corporation [4][5] - Original shareholders will have priority in the allocation of convertible bonds, with specific ratios to be determined by the board of directors [4][5] Group 3: Pricing Principles and Methods - The initial conversion price of the convertible bonds will not be lower than the average trading price of the company's A-shares over the previous 20 trading days [6][8] - The pricing method and procedures comply with relevant regulations, ensuring a fair and reasonable pricing process [9][10] Group 4: Feasibility of the Issuance - The company has a sound organizational structure and has established management systems that comply with legal requirements, ensuring the feasibility of the issuance [9][11] - The average distributable profit over the last three years is sufficient to cover the interest on the bonds, indicating financial stability [11][12] Group 5: Fairness and Reasonableness of the Issuance Plan - The issuance plan has been carefully considered by the board of directors, taking into account industry conditions and the company's strategic direction, benefiting all shareholders [27][28] - The company will hold a shareholders' meeting to ensure fair voting on the issuance plan, protecting the rights of all shareholders [28][29] Group 6: Measures to Mitigate Dilution of Immediate Returns - The company plans to implement various measures to mitigate the risk of dilution of immediate returns for investors, including improving governance and operational efficiency [29] - Commitments from major stakeholders, including the controlling shareholder and management, have been made to ensure the effectiveness of these measures [29]

Group 1 - The company, Shijiazhuang Tonghe Electronic Technology Co., Ltd., has announced a plan to issue convertible bonds to unspecified investors [1] - The board of directors and the supervisory board have approved the proposal during meetings held on August 29, 2025 [1] - The issuance is subject to approval from the shareholders' meeting, Shenzhen Stock Exchange, and registration with the China Securities Regulatory Commission [1]

Core Viewpoint - Shijiazhuang Tonghe Electronic Technology Co., Ltd. (stock code: 300491) announced its recent regulatory measures and penalties over the past five years in light of its plan to issue convertible bonds to unspecified objects [1] Summary by Sections Regulatory History - The company has not faced any penalties from the China Securities Regulatory Commission, Hebei Securities Regulatory Bureau, or Shenzhen Stock Exchange in the last five years [2] - However, it was subject to regulatory measures, including: - On December 21, 2020, the Hebei Securities Regulatory Bureau issued an administrative regulatory measure due to two main issues: - Delayed disclosure of a significant agreement: On October 30, 2019, the company signed a "Quadripartite Settlement Agreement" with Fujian Yufu Intelligent Technology Co., Ltd., involving a debt arrangement of 21.05 million yuan, which increased the company's total profit for 2019 by 3.8063 million yuan, accounting for 20.63% of the absolute value of the 2018 profit. This was disclosed in the 2019 annual report only on April 25, 2020 [2] - Delayed disclosure of important operational qualifications: The subsidiary Xi'an Howey Power Co., Ltd. obtained a CNAS accreditation certificate on June 20, 2019, which significantly impacted its profitability and company goodwill. This was disclosed in the mid-term report only on August 28, 2019 [2] - As a result, the Hebei Securities Regulatory Bureau took administrative regulatory measures against the company and its chairman, Ma Xiaofeng, and board secretary, Zhu Jialin, which were recorded in the integrity file [2] - The company implemented corrective measures, including requiring the chairman and board secretary to participate in regulatory discussions and organizing training on information disclosure rules for relevant personnel [2] Subsequent Actions - On January 7, 2021, the Shenzhen Stock Exchange issued a regulatory letter to the company regarding the delayed disclosure of the "Quadripartite Settlement Agreement," which involved a 21.05 million yuan accounts receivable compensation arrangement that increased the 2019 profit by 3.8063 million yuan, accounting for 20.63% of the most recent audited profit total [2] - The Shenzhen Stock Exchange emphasized the importance of addressing the issues, learning from the experience, and timely rectifying the situation [2] - The company organized training for relevant personnel to enhance diligence and compliance awareness, aiming to improve the quality and level of information disclosure and prevent similar occurrences in the future [2]

Core Viewpoint - Tonghe Technology (300491.SZ) announced a plan to issue convertible bonds to unspecified investors, aiming to raise a total of no more than 522 million yuan, which will be used for data center power supply and distribution system research and production projects, as well as to supplement working capital [1] Group 1 - The company plans to issue convertible bonds with a total fundraising target of up to 522 million yuan [1] - The net proceeds from the bond issuance will be allocated to the development and production of power supply and distribution systems for data centers [1] - Additional funds will be used to supplement the company's working capital [1]

Group 1 - The company Tonghe Technology (300491) announced on August 29 that it plans to issue convertible bonds to raise a total of no more than 522 million yuan [1] - The funds raised will be invested in the research and production of power supply and distribution systems for data centers, as well as to supplement working capital [1]

证券代码：300491 证券简称：通合科技 公告编号：2025-047 石家庄通合电子科技股份有限公司 关于召开2025年第二次临时股东大会的通知 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 一、召开会议的基本情况 1、股东大会届次：2025 年第二次临时股东大会 2、股东大会的召集人：公司董事会 3、会议召开的合法、合规性：公司第五届董事会第十二次会议审议通过了 《关于召开 2025 年第二次临时股东大会的议案》，本次股东大会会议召开符合 有关法律、行政法规、部门规章、规范性文件和《公司章程》的规定。 4、会议召开的日期、时间： 其中，通过深圳证券交易所（以下简称"深交所"）交易系统进行网络投票 的具体时间为 2025 年 9 月 15 日 9:15—9:25，9:30—11:30 和 13:00—15:00； 通过深交所互联网投票系统投票的具体时间为 2025 年 9 月 15 日 9:15 至 15:00 期间的任意时间。 5、召开方式：现场投票与网络投票相结合 （1）现场投票：股东本人出席现场会议或者通过授权委托书（见附件一） 委托他人出席现场会议 ...

1、石家庄通合电子科技股份有限公司（以下简称"公司"或"通合科技"） 第五届监事会第十二次会议通知已于2025年8月26日分别以电话、专人送达或电 子邮件的形式发出，会议通知中包括会议的相关材料，同时列明了会议的召开时 间、地点、内容和方式。 证券代码：300491 证券简称：通合科技 公告编号：2025-046 石家庄通合电子科技股份有限公司 第五届监事会第十二次会议决议公告 本公司及监事会全体成员保证信息披露内容的真实、准确和完整，没有虚 假记载、误导性陈述或重大遗漏。 一、会议召开情况 2、会议于2025年8月29日以现场方式在公司中试实验楼五楼会议室召开，采 用记名投票的方式进行表决。 3、本次会议应出席监事3名，实际出席监事3名。 4、会议由监事会主席张龙先生主持。 5、本次会议的召开和表决程序符合《公司法》《证券法》等法律、法规和 《公司章程》的有关规定。 二、会议审议情况 1、审议通过《关于公司符合向不特定对象发行可转换公司债券条件的议案》 根据《公司法》《证券法》《上市公司证券发行注册管理办法》（以下简称 "《管理办法》"）等法律法规、规范性文件的规定，公司监事会对公司申请向 不特定对象发行可 ...