Core Viewpoint - The company plans to issue A-shares to specific investors, which will dilute immediate returns but includes measures to compensate for this dilution and commitments from relevant parties to ensure these measures are implemented [1][8]. Financial Impact of the Share Issuance - The issuance will increase the total share capital from 137,514,200 shares to 178,768,460 shares [2]. - The company analyzed three scenarios for the net profit attributable to shareholders after excluding non-recurring gains and losses for 2026, assuming it remains the same as 2025 or varies by ±10% [1][2]. Necessity and Reasonableness of the Fundraising - The total amount to be raised is not more than 640 million yuan, which will be used for a project to produce 135,000 tons of DTY yarn and 120,000 tons of high-performance leather base fabric [4][5]. - The project aims to upgrade existing production capacity and extend the industrial chain, enhancing market competitiveness and meeting production needs [6]. Project Relationship with Existing Business - The fundraising project is based on the company's current main business and aims to solve production bottlenecks while leveraging brand advantages to increase market share [6]. - The project will shift from external procurement of DTY yarn to internal production, improving product quality stability and delivery times [6]. Human Resources, Technology, and Market Preparedness - The company has experienced personnel and advanced production equipment to ensure project success, with management staff having over ten years of experience in the industry [7]. - The company holds 99 patents related to DTY yarn and fabric production, ensuring a solid technological foundation for the project [7]. - Approximately 70% of the DTY yarn production capacity will be internally consumed, enhancing product quality and reducing costs, thus improving market competitiveness [7]. Measures to Mitigate Dilution of Immediate Returns - The company will strengthen the supervision of raised funds to ensure they are used legally and effectively [9]. - It will accelerate the construction of the investment project to enhance profitability and shareholder returns [9]. - The company has established a profit distribution policy to protect investor rights and has committed to maintaining and optimizing this policy [10]. Commitments from Key Stakeholders - The controlling shareholder and management have made commitments to ensure the implementation of measures to compensate for the dilution of immediate returns [11]. - These commitments include not interfering with company management and ensuring compliance with regulatory requirements [11]. Approval Process for Measures and Commitments - The board of directors has approved the analysis of the dilution of immediate returns and the related compensation measures during board meetings and shareholder meetings [11].
云中马: 浙江云中马股份有限公司关于向特定对象发行A股股票摊薄即期回报、采取填补措施及相关主体承诺(修订稿)的公告