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南芯科技: 关于向不特定对象发行可转换公司债券摊薄即期回报、采取填补措施及相关主体承诺的公告

Core Viewpoint - The company plans to issue convertible bonds to unspecified investors, analyzing the impact on immediate returns and proposing measures to mitigate dilution effects on shareholders [1][2][3] Financial Impact Analysis - The company estimates a maximum issuance of 1,933.38 million yuan in convertible bonds, with the actual amount depending on regulatory approvals and market conditions [2] - The projected net profit for the parent company is estimated at 306.90 million yuan for 2025, with scenarios considering a 0%, 10%, and 20% growth compared to the previous year [2][4] - The total share capital is expected to increase from 425,457,743 shares to 466,097,682 shares if all bonds are converted [3][4] Measures to Mitigate Dilution - The company will implement various measures to ensure effective use of raised funds and to minimize the dilution of immediate returns for shareholders [6][8] - The company emphasizes the importance of maintaining a robust governance structure and enhancing operational management to protect shareholder interests [9][10] Necessity and Feasibility of the Issuance - The projects funded by the bond issuance are deemed necessary and feasible, aimed at optimizing product structure and expanding business scale [6][7] - The investment projects will focus on power management chips, automotive chips, and industrial application sensors, aligning with market demand and technological trends [7] Commitment from Stakeholders - The controlling shareholders and management have made commitments to uphold the measures designed to mitigate the dilution of immediate returns [10][11] - The board of directors and senior management have pledged to avoid actions that could harm the company's interests and to ensure the execution of the proposed measures [10][11]