WINGTECH(SH:600745) Zheng Quan Zhi Xing·2025-05-16 16:26Core Viewpoint - The company is undergoing a restructuring transaction involving the transfer of 100% equity of several subsidiaries to Luxshare Precision Industry Co., Ltd. and Luxshare Communication (Shanghai) Co., Ltd. This transaction is expected to have no immediate dilution effect on the company's earnings per share [2][3]. Summary by Sections Impact on Earnings Per Share - Prior to the transaction, the company's basic earnings per share for 2024 is projected to be -2.28 CNY/share. The transaction is not expected to dilute the earnings per share as it does not involve the issuance of new shares, thus maintaining the current share capital structure [3]. Measures to Mitigate Potential Dilution - The company has established a robust corporate governance structure to protect investor interests and mitigate any potential dilution of immediate returns. This includes a well-defined operational framework among the shareholders, board of directors, and management, ensuring clear responsibilities and checks and balances [4]. - Post-transaction, the company plans to enhance operational efficiency, improve internal controls, and implement cost management strategies to further reduce operational costs [4]. Profit Distribution Policy - The company has clearly defined its profit distribution policy in accordance with regulations. After the transaction, it will continue to adhere to this policy and actively work on optimizing returns for shareholders, contingent upon meeting profit distribution conditions [5]. Commitments from Key Stakeholders - The controlling shareholders, actual controllers, and all directors and senior management have issued commitments to ensure the fulfillment of measures aimed at compensating for any potential dilution of immediate returns. These commitments include not interfering with the company's management and ensuring that no unfair benefits are provided to other entities [6]. - The commitments also stipulate that any violations leading to losses for the company or investors will result in legal accountability for the responsible parties [6]. Verification Opinion - The independent financial advisor has concluded that the transaction is not expected to result in immediate return dilution. The company has implemented specific measures to further mitigate any potential impacts, and the commitments from key stakeholders align with regulatory requirements aimed at protecting the rights of minority investors [7].