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茂莱光学: 中国国际金融股份有限公司关于南京茂莱光学科技股份有限公司向不特定对象发行可转换公司债券之发行保荐书

Core Viewpoint - Nanjing Maolai Optical Technology Co., Ltd. plans to issue convertible bonds to unspecified objects, aiming to raise a total of no more than RMB 581.25 million [1][2]. Group 1: Basic Information of the Issuer - The issuer, Nanjing Maolai Optical Technology Co., Ltd., is registered in Nanjing and was listed on the Sci-Tech Innovation Board on March 9, 2023 [2]. - The company specializes in the research, production, and sales of optical and optoelectronic components and related design services [3]. Group 2: Issuance Details - The total amount to be raised from the issuance of convertible bonds is capped at RMB 581.25 million [1]. - The bonds will be issued at a face value of RMB 100 each, and the shares converted from these bonds will have equal rights with existing shares [21]. Group 3: Financial Performance - The company's net profit attributable to the parent company for the year 2024 is projected to be RMB 35.52 million, with previous years showing RMB 46.72 million in 2023 and RMB 59.01 million in 2022 [4][6]. - The total assets of the company as of December 31, 2024, are estimated at RMB 1,460.57 million, with total liabilities at RMB 288.84 million [4][6]. Group 4: Shareholding Structure - As of December 31, 2024, the total share capital of the company is 52,800,000 shares, with 69.27% being restricted shares and 30.73% being unrestricted shares [3]. - The top ten shareholders include major financial institutions, indicating a diversified ownership structure [3]. Group 5: Compliance and Regulatory Aspects - The issuer has complied with the necessary legal and regulatory requirements for the issuance of convertible bonds, including obtaining approvals from the board and shareholders [15][21]. - The underwriting institution, China International Capital Corporation, has conducted due diligence and confirmed the issuer's eligibility for the bond issuance [12][15].