Core Viewpoint - The company plans to acquire 100% equity of Hainan Hailan Universe Marine Information Technology Co., Ltd. through a combination of issuing shares and cash payment, while also raising funds from specific investors to support this transaction [1][2]. Summary by Sections Transaction Overview - The company intends to purchase the entire equity of Hainan Hailan Universe from 17 shareholders and will issue shares to no more than 35 specific investors to raise supporting funds for this transaction [1]. Impact on Earnings - Post-transaction, the company's net profit is projected to decline from 8.2277 million yuan to -3.23 million yuan, and basic earnings per share will drop from 0.01 yuan to -0.004 yuan [2]. - The total assets, net assets attributable to ordinary shareholders, and operating income of the company are expected to increase, despite the decline in net profit [2]. Reasons for Profit Decline - The decline in net profit is attributed to several factors, including depreciation adjustments from the acquisition of radar products, unrealized internal transaction losses, and adjustments for credit impairment losses related to accounts receivable from the acquired company [3]. Measures to Mitigate Earnings Dilution - The company has outlined specific measures to mitigate the dilution of immediate returns, including accelerating the integration of the acquired assets and enhancing overall profitability [4]. - The company will implement an active profit distribution policy and adhere to existing dividend policies to improve shareholder returns [4]. Commitments from Stakeholders - The controlling shareholders and senior management have made commitments to ensure the effective implementation of the measures to mitigate immediate return dilution, including not interfering with the company's management and fulfilling performance commitments [5][6].
海兰信: 董事会关于本次交易摊薄上市公司即期回报填补措施及承诺事项的说明