探路者拟定增募资不超19.3亿元补流 合理性待解

Core Viewpoint - The company, Explorer (300005), has announced a private placement plan to raise up to 1.93 billion yuan, primarily to supplement working capital, with the issuance price set at 7.28 yuan per share [1] Group 1: Fundraising Details - The issuance will involve the company's actual controller, Li Ming, and his controlled enterprise, Tongyu Heying, who will subscribe to all shares in cash [1] - The total number of shares issued will not exceed 30% of the company's total share capital prior to the issuance, amounting to a maximum of 265 million shares [1] - After the issuance, the controlling shareholder will change from Tongyu Zhonghe to Tongyu Heying, which will hold a 26.68% stake in the company [1] Group 2: Business Overview - Explorer was established in 1999 and has focused on the outdoor products market, entering the chip sector mainly through acquisitions [2] - In September 2021, the company acquired 60% of Beijing Xinneng for 260 million yuan, which specializes in Mini/Micro LED display driver chips [2] - In March 2023, Explorer acquired 72.79% of overseas high-end touch chip company G2Touch for 38.52 million USD, which has shown better performance compared to Beijing Xinneng [2] Group 3: Financial Performance - For the first half of 2025, the company expects a net profit attributable to shareholders of 16 million to 22 million yuan, a decline of 74.27% to 81.29% year-on-year [3] - The decline is attributed to poor sales in the outdoor business and increased inventory impairment provisions, despite overall positive development in the chip business [3] - The company emphasizes the necessity of the fundraising to support its dual main business strategy of "outdoor + chips" and to enhance its financial reserves for innovation and project investment [3] Group 4: Regulatory Considerations - The China Securities Regulatory Commission (CSRC) has introduced new rules requiring that raised funds must be used specifically for main business operations, and cannot be used for permanent working capital supplementation or repaying bank loans [4] - The company's plan to use all raised funds for working capital without specifying the exact allocation raises questions about the rationality of the fundraising [4]