FOUNDERTECH(SH:600601) Zheng Quan Zhi Xing·2025-06-13 11:15Core Viewpoint - The company is proposing a plan for a private placement of A-shares to specific investors, aiming to raise up to 1.98 billion RMB for investment projects, particularly in the artificial intelligence and high-density interconnection circuit board industry [4][8][9]. Group 1: Issuance Plan - The company intends to issue A-shares to no more than 35 specific investors, including its controlling shareholder, Huanxin Fangke, which will subscribe for up to 23.5% of the total issuance [5][6]. - The issuance price will not be lower than 80% of the average trading price over the 20 trading days prior to the pricing date [7][8]. - The total amount raised from the issuance will not exceed 1.98 billion RMB, with the funds allocated primarily to the artificial intelligence and circuit board projects [8][9]. Group 2: Shareholder Meeting Details - The first extraordinary general meeting of shareholders is scheduled for June 27, 2025, at 14:30 in Guangdong Province [2][3]. - Shareholders can participate in the meeting either in person or through a proxy, and the voting will be conducted via a designated online system [2][3]. Group 3: Related Transactions - The issuance involves related transactions, particularly with Huanxin Fangke, which requires the related shareholders to abstain from voting on these matters [10][11]. - The company has signed a conditional subscription agreement with Huanxin Fangke, which constitutes a related party transaction [22][23]. Group 4: Financial Measures - The company has proposed measures to mitigate the dilution of immediate returns resulting from the issuance, ensuring that the interests of minority investors are protected [19][20]. - A three-year shareholder return plan (2025-2027) has been developed to enhance profit distribution transparency and ensure investors benefit from the company's growth [20]. Group 5: Regulatory Compliance - The company confirms compliance with relevant laws and regulations regarding the issuance of A-shares, including the need for approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission [4][5]. - The company will not need to prepare a report on the use of previous fundraising as it has not raised funds through public offerings in the last five years [14].