南方精工: 江苏南方精工股份有限公司2025年度向特定对象发行A股股票方案论证分析报告（二次修订稿）

Group 1 - The background of the issuance highlights the importance of the bearing industry as a strategic sector supported by national policies, particularly in the context of the automotive industry, which is a key pillar of the national economy [2][4] - The global bearing market reached a size of $120.98 billion in 2023, with an expected growth to $226.6 billion by 2030, reflecting a compound annual growth rate (CAGR) of 9.5% from 2023 to 2030 [2] - The demand for roller bearings is robust, with the global market size for roller bearings estimated at $67.81 billion in 2023, accounting for 56.05% of the total bearing market [4] Group 2 - The company aims to enhance its product layout in the automotive parts and industrial bearing sectors through the issuance, focusing on import substitution and localization [5] - The issuance is expected to increase the company's total assets and net assets, while optimizing its capital structure and reducing the debt-to-asset ratio [5] - The issuance will not lead to a significant increase in liabilities, thereby enhancing the company's risk resistance capabilities [5] Group 3 - The issuance will involve the issuance of domestic A-shares, with a face value of RMB 1 per share [6] - The selection of issuance objects includes qualified institutional investors and will not exceed 35 entities, ensuring compliance with regulatory requirements [6][11] - The pricing of the shares will be based on the average trading price over the 20 trading days prior to the pricing date, ensuring it is not lower than 80% of that average [7][11] Group 4 - The issuance method is compliant with legal regulations, allowing for a targeted issuance to specific investors without public solicitation [8][9] - The company has confirmed that it does not fall under any prohibitive conditions for issuing shares to specific investors as outlined in the regulatory framework [9][13] - The issuance process has been approved by the board and shareholders, ensuring transparency and adherence to necessary procedures [14][15] Group 5 - The company has developed measures to mitigate the impact of share dilution on immediate returns, ensuring that commitments to shareholders are upheld [15] - The overall issuance plan is deemed fair and reasonable, aligning with the company's strategic development goals and benefiting all shareholders [15][16]