提示性公告 广东思泉新材料股份有限公司 关于 2025 年度向特定对象发行股票预案披露的 证券代码：301489 证券简称：思泉新材 公告编号：2025-048 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假 记载、误导性陈述或重大遗漏。 广东思泉新材料股份有限公司（以下简称"公司"）于 2025 年 7 月 30 日召开 第四届董事会第二次会议，审议通过了关于公司 2025 年度向特定对象发行股票 的相关议案。公司《2025 年度向特定对象发行股票预案》、《2025 年度向特定 对象发行股票方案的论证分析报告》、《2025 年度向特定对象发行股票募集资 金使用可行性分析报告》等相关文件已于 2025 年 7 月 31 日在中国证监会指定的 信息披露网站巨潮资讯网(www.cninfo.com.cn)上披露，敬请投资者注意查阅。 公司 2025 年度向特定对象发行股票预案的披露事项不代表审批机关对本次 向特定对象发行股票相关事项的实质性判断、确认或批准，预案所述本次向特定 对象发行股票相关事项尚需公司股东会审议通过、深圳证券交易所审核通过并经 中国证券监督管理委员会同意注册。敬请广大投资者 ...

Core Viewpoint - The announcement details Guangdong Siquan New Materials Co., Ltd.'s plan for a specific stock issuance in 2025, analyzing the impact on immediate returns and outlining measures to mitigate potential dilution of returns for investors [2][3][5]. Financial Impact Analysis - The company analyzed the impact of the stock issuance on key financial metrics, including earnings per share (EPS) and return on equity (ROE), under various profit growth scenarios of 0%, 10%, and 20% for 2025 compared to 2024 [3][4]. - Under the assumption of no profit growth, the diluted EPS would decrease from 0.91 to 0.50 yuan per share post-issuance [3][4]. - If profits increase by 10%, the diluted EPS would adjust to 0.55 yuan per share, and with a 20% increase, it would be 0.60 yuan per share [4]. Necessity and Reasonableness of the Issuance - The funds raised will be used to optimize production capacity, enhance industry position, and improve core competitiveness and profitability, aligning with national industrial policies and the company's strategic development [5][6]. Relationship with Existing Business - The fundraising projects are closely related to the company's main business of thermal management materials, magnetic materials, and nano-protective materials, which are applicable in various sectors including consumer electronics and renewable energy [6][7]. Measures to Mitigate Dilution of Immediate Returns - The company plans to accelerate project implementation and improve fund utilization efficiency to enhance overall competitiveness and sustainable development [8]. - A strict fundraising management system will be established to ensure funds are used appropriately and effectively, with ongoing supervision by the company and its sponsors [8][9]. - The company will also enhance its profit distribution policy to strengthen investor return mechanisms, ensuring compliance with relevant regulations [8][9]. Commitments from Key Stakeholders - The controlling shareholder and senior management have made commitments to not interfere with company operations or harm company interests, ensuring adherence to the measures designed to mitigate return dilution [10][11]. Approval Process for the Issuance - The analysis and measures regarding the dilution of immediate returns have been approved by the company's board and will be submitted for shareholder approval [11].

Core Viewpoint - The company plans to raise a total of 465.91 million yuan through a private placement of A-shares, with the funds primarily allocated to projects related to its main business, including the establishment of a heat dissipation product project in Vietnam, a liquid cooling research center, and an information system upgrade [2][15]. Fund Utilization Plan - The total amount to be raised is 465.91 million yuan, which will be fully invested in the specified projects after deducting issuance costs [2]. - The company will initially use self-raised funds for the projects until the raised funds are available, and will adjust the investment amounts based on the actual net amount raised [2]. Feasibility Analysis of Fund Investment Projects Vietnam Heat Dissipation Product Project - The project has a total investment of 369.16 million yuan and aims to enhance production capacity for graphite heat dissipation materials and thermal interface materials [3]. - The project location in Vietnam offers advantages such as a favorable demographic profile, stable political environment, and integration into global supply chains, which will reduce logistics costs and improve responsiveness to customer needs [3][4]. - The project aligns with national development strategies and benefits from the growing demand for high thermal conductivity materials in consumer electronics [4][5]. Liquid Cooling Research Center - The project has an estimated investment of 31.59 million yuan and aims to improve the company's R&D capabilities in liquid cooling technology, targeting sectors like new energy vehicles and data centers [6][8]. - The project is supported by national policies promoting the development of data centers and computing power infrastructure, which enhances its market potential [9][11]. Information System Construction Project - The project involves an investment of 30.16 million yuan to upgrade the company's information management systems, enhancing operational efficiency and data utilization [10][11]. - The project is in line with national initiatives to promote digital transformation and improve enterprise management capabilities [11]. Working Capital Supplement - The company plans to allocate 35 million yuan to supplement working capital, which is essential for supporting operational needs and enhancing financial flexibility [12][13]. - This allocation is within the regulatory limits and aims to strengthen the company's financial position and market competitiveness [13][14]. Impact on Company Operations and Financial Status - The fundraising will enhance the company's asset structure and risk resistance, leading to improved financial stability and operational efficiency [14][15]. - The projects are expected to contribute to revenue growth and profitability, solidifying the company's position in the industry and supporting long-term strategic goals [15].

思泉新材7月31日晚间公告，公司拟向不超过35名特定投资者发行股票，募集资金总额不超过4.66亿 元。扣除发行费用后的募集资金将用于越南思泉新材散热产品项目、液冷散热研发中心项目、信息化系 统建设项目及补充流动资金。 ...

Group 1 - Dazhengda plans to acquire 30% equity in Thailand Far East for a total consideration of 204 million Thai Baht, with an additional capital increase of 670 million Thai Baht post-acquisition [4] - Fuanan intends to repurchase shares worth between 55.85 million to 104 million Yuan for employee stock ownership plans or equity incentive plans, with a maximum repurchase price of 11 Yuan per share [7] - Siquan New Materials plans to raise no more than 466 million Yuan through a private placement, with proceeds allocated to various projects including a heat dissipation product project in Vietnam [10] Group 2 - Zhengdan Co. reported a net profit of 630 million Yuan for the first half of 2025, a year-on-year increase of 120.35%, and proposed a cash dividend of 3 Yuan per 10 shares [11] - Darui Electronics plans to acquire 80% of Weiste's equity through capital increase and share purchase, aiming to enhance its strategic layout in lightweight materials [12] - Shandong Highway intends to participate in a capital increase project for Weihai Bank, with a total investment not exceeding 348 million Yuan [2] Group 3 - Ankai Micro plans to launch the AK1037 series low-power lock control SoC chip designed for smart locks, featuring high integration and low power consumption [3] - Industrial Fulian announced that its main customers and products have not undergone significant changes despite recent stock price fluctuations [5] - Zhishang Technology will invest 180 million Yuan of its excess fundraising into building a smart manufacturing base in Vietnam to expand its product line and capacity [9]

证券日报网讯7月31日晚间，思泉新材（301489）发布公告称，公司将于2025年8月18日召开2025年第二 次临时股东会。本次股东会将审议《关于公司符合向特定对象发行股票条件的议案》等。 ...

证券日报网讯 7月31日晚间，思泉新材发布公告称，公司第四届董事会第二次会议审议通过了《关于公 司符合向特定对象发行股票条件的议案》等多项议案。 （文章来源：证券日报） ...

Group 1 - Dazhengda plans to acquire 30% equity in Thailand Far East for a total consideration of 204 million Thai Baht, with an additional capital increase of 670 million Thai Baht [1][3] - Fuanan intends to repurchase shares worth between 55.85 million and 104 million yuan for employee stock ownership plans or equity incentive plans, with a maximum repurchase price of 11 yuan per share [1][6] - Siquan New Materials plans to raise no more than 466 million yuan through a private placement, with proceeds allocated to various projects including a cooling product project in Vietnam [1][8] Group 2 - Zhengdan Co. reported a 120.35% year-on-year increase in net profit for the first half of the year, with a proposed cash dividend of 3 yuan per 10 shares [1][9] - Darui Electronics plans to acquire 80% of Weiste's equity through capital increase and share purchase, aiming to enhance its strategic layout in lightweight materials [1][10] - Shandong Highway intends to participate in a capital increase project for Weihai Bank, with a total investment not exceeding 348 million yuan [2] Group 3 - Ankai Micro plans to launch a low-power lock control SoC chip series designed for smart locks, featuring high integration and low power consumption [3] - Industrial Fulian announced that its main customers and products have not undergone significant changes, despite recent stock price fluctuations [4] - Zhishang Technology will invest 180 million yuan of over-raised funds into a smart manufacturing base in Vietnam to expand its product line and capacity [1][7] Group 4 - Aoxin plans to issue convertible bonds not exceeding 1 billion yuan for high-end printed circuit board projects [1][11] - Dalian Friendship reached a settlement in a lawsuit with its controlling shareholder, with the case being withdrawn from court [1][12]

2024年1至12月份，思泉新材的营业收入构成为：电子元件及专用材料制造行业占比99.14%，其他业务 占比0.86%。 （文章来源：每日经济新闻） 思泉新材（SZ 301489，收盘价：103.66元）7月31日晚间发布公告称，公司第四届第二次董事会会议于 2025年7月30日在公司会议室以通讯会议的方式召开。会议审议了《关于公司2025年度向特定对象发行 股票方案的议案》等文件。 ...

Core Viewpoint - The company plans to raise up to 466 million yuan through a private placement to fund various projects, including a heat management product project in Vietnam, a liquid cooling research center, and to supplement working capital [1][2]. Group 1: Company Overview - The company, Siquan New Materials, specializes in thermal management materials and serves major clients in the consumer electronics and automotive electronics sectors, including Xiaomi, Vivo, and Samsung [1]. - The company reported a significant revenue increase of 51.10% year-on-year, reaching 656 million yuan in 2024, driven by strong demand and increased orders from North American clients [1][3]. Group 2: Market Demand and Capacity Expansion - The demand for high thermal conductivity functional materials is growing due to the continuous development of consumer electronics, leading to increased market demand for thermal management materials [2]. - To address capacity constraints and meet future market demand, the company plans to build a production facility in Vietnam, focusing on graphite thermal materials and interface materials [2]. Group 3: Strategic Initiatives - The investment in the Vietnam project, totaling 369 million yuan, is a key focus of the fundraising efforts and aims to enhance production capacity and optimize the company's operational layout [2]. - Establishing a production line in Vietnam is a strategic move to mitigate production risks, improve service capabilities, and integrate into the global supply chain of core clients [3]. - The successful implementation of the fundraising projects is expected to significantly increase the company's net asset scale, enhance capital strength, and improve financial stability [3].