证券代码：603316 证券简称：诚邦股份 公告编号：2025-044 诚邦生态环境股份有限公司 关于 2025 年度以简易程序向特定对象发行股票摊薄即期回报的 风险提示及填补回报措施和相关主体承诺的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担个别及连带责任。 根据《国务院办公厅关于进一步加强资本市场中小投资者合法权益保护工作 的意见》 （国办发〔2013〕110 号） 《国务院关于进一步促进资本市场健康发展的若干意见》 行时间以取得中国证监会发行注册并实际完成发行为准； 公积转增股本、股票回购注销等）所导致的股本变动。本次发行前公司总股本为 计算，本次发行完成后，公司总股本将达到 283,002,029.00 股。该发行股票数量仅 为估计，最终以经中国证监会同意注册后实际发行股票数量为准； 资金总额仅为估计值，最终以经中国证监会同意注册并实际发行完成的募集资金总额 为准； （国发〔2014〕17 号）和《关于首发及再融资、重大资产重组摊薄即期回报有关事 （证监会公告〔2015〕31 号）等相关法律、法规和规范性文件的要求， 项 ...

Group 1 - The company held its third board meeting on August 11, 2025, where all seven directors attended, and the meeting complied with legal and regulatory requirements [2][4]. - The board approved the adjustment of the 2025 restricted stock incentive plan, reducing the number of initial grantees from 62 to 53 due to voluntary withdrawals, while maintaining the total number of shares at 2,009,540 [3][25]. - The board also approved the first grant of restricted stock to the 53 eligible grantees at a price of 9.63 yuan per share, with the grant date set for August 11, 2025 [5][32]. Group 2 - The company decided to postpone the completion date of the "Research and Development Center Construction Project" to December 31, 2026, due to delays in implementation and adjustments in project planning [7][14]. - The board believes that this postponement will enhance the efficiency of fund utilization and align with the company's long-term development needs [7][16]. - The postponement does not require shareholder approval as it falls within the board's authority [7][16]. Group 3 - The company raised a total of 467.51 million yuan from its initial public offering in August 2022, with a net amount of 408.71 million yuan after deducting issuance costs [13]. - As of July 31, 2025, the company has invested 131.28 million yuan in its fundraising projects, with the total commitment amounting to 171.27 million yuan [13][14]. - The company has established a dedicated account for the management of raised funds, ensuring compliance with regulatory requirements [13].

Core Viewpoint - Jiangsu Jingyan Technology Co., Ltd. is issuing convertible bonds to unspecified objects, analyzing the impact on immediate returns and proposing measures to mitigate potential dilution of returns [1][2][3] Group 1: Impact Analysis of Convertible Bond Issuance - The issuance of convertible bonds is expected to dilute immediate returns, with two scenarios considered: full conversion (100% conversion rate) and no conversion (0% conversion rate) [2][3] - If all bonds are converted, the total share capital will increase to 19,927.96 million shares, with a projected net profit of 10,098.19 million yuan for 2025 [2][3] - Three profit growth scenarios are analyzed: no growth, 10% growth, and 20% growth compared to the previous year, affecting earnings per share (EPS) and diluted EPS [3][5] Group 2: Necessity and Reasonableness of the Issuance - The funds raised will be used for projects that enhance the company's core competitiveness and sustainable development capabilities, including precision MIM components for new consumer electronics and data servers [6][9] - The company is a leading player in the MIM industry, with a diversified product portfolio across various sectors, including consumer electronics and automotive [6][9] Group 3: Measures to Mitigate Dilution of Immediate Returns - The company will strengthen the management of raised funds to ensure effective use and prevent risks associated with fund usage [10][11] - Accelerating the investment progress of the projects funded by the issuance to enhance efficiency and achieve expected benefits sooner [10][11] - Improving operational management and internal controls to boost profitability and reduce financial expenses [11] Group 4: Commitment from Relevant Parties - The company's board and senior management have committed to ensuring the effectiveness of measures to mitigate the dilution of immediate returns [12][13] - The controlling shareholders and actual controllers have also made commitments to uphold the measures related to the issuance of convertible bonds [12][13]

Fundraising Plan - The company plans to raise a total of 1.5 billion yuan through a targeted stock issuance, with a net amount of 1.5 billion yuan allocated for specific projects [2][9] - The total investment for the projects is estimated at 2.6079466 billion yuan, with 1.5 billion yuan from the fundraising [2][18] Project Details - The main project is the establishment of the Weiguang Biological Intelligent Industrial Base, with a total investment of 2.3079466 billion yuan, of which 1.2 billion yuan will be funded through the raised capital [3][4] - The project aims to construct various facilities to meet the operational needs of blood product production, with a designed capacity to process 1,200 tons of plasma annually [3][4] Market Context - The blood product industry in China is experiencing rapid growth, with a significant increase in demand leading to a supply-demand imbalance [3][4] - The import ratio of human serum albumin has risen from 48% in 2012, indicating a need for domestic production capacity expansion [3][4] Capacity Expansion - The company aims to build a 1,200 tons/year intelligent blood product factory to enhance production capacity and market share [4][5] - Current plasma collection is projected to grow from 466.77 tons in 2022 to 561.57 tons in 2024, with a compound annual growth rate of 9.69% [4][5] Financial Structure - 300 million yuan of the raised funds will be used to supplement working capital, reducing financial costs and improving the company's financial structure [9][14] - The company's debt ratio was reported at 31.94% as of December 31, 2024, indicating a need for improved capital management [14][19] Economic Benefits - The financial internal rate of return for the investment project is estimated at 18.39%, with a payback period of 9.12 years [15] - The project is expected to enhance the company's production capacity, product structure, and overall market competitiveness [19] Implementation Capability - The company has a strong team of professionals in biological product production and R&D, ensuring the project's successful implementation [15][16] - The company has established a comprehensive marketing network with approximately 200 distributors, enhancing its market presence [16][17]

Core Viewpoint - Jiangsu Zhaosheng Microelectronics Co., Ltd. plans to issue A-shares to specific targets, which may dilute immediate returns for shareholders, but the company has committed to measures to mitigate this impact [1][3][12]. Financial Impact Analysis - The company estimates that the issuance will increase the total share capital from 53,452.87 million shares to 69,531.66 million shares, depending on various profit scenarios for 2025 [1][2]. - Under three hypothetical scenarios regarding net profit changes, the basic earnings per share (EPS) could decrease from 0.75 yuan to as low as 0.52 yuan [1][2]. Necessity and Rationality of the Issuance - The issuance is deemed necessary to enhance supply chain security, improve technological capabilities, and protect core intellectual property, thereby strengthening the company's competitive position [3][4]. - The investment projects align with national development strategies and market trends, leveraging the company's long-term advantages in market position and technology [3][4]. Relationship with Existing Business - The funds raised will be used for expanding RF chip manufacturing and supplementing working capital, directly enhancing the company's core business capabilities [4][5]. - The company has a strong technical foundation in RF integrated circuits, with a focus on innovation and R&D to maintain competitive advantages [5][6]. Measures to Mitigate Dilution of Immediate Returns - The company plans to enhance operational efficiency and profitability through the timely execution of investment projects [10][11]. - Strict management of raised funds will be implemented to ensure they are used effectively for designated projects, minimizing risks associated with fund usage [9][10]. Commitment from Management and Control - The board and senior management have committed to fulfilling the measures to compensate for the dilution of immediate returns, ensuring shareholder interests are protected [12][13]. - The actual controllers of the company have also made commitments to uphold these measures and not interfere with the company's management [13][14].

Group 1 - The core point of the document is that Suzhou Cheersson Precision Industry Group Co., Ltd. is issuing shares to specific investors, with the aim of raising funds for various projects, including the production of automotive air suspension systems and seat systems [1][26][19] - The company was established on March 22, 2012, and became a joint-stock company on November 20, 2017 [3] - The main business of the company includes the research, development, manufacturing, and sales of precision metal components, automotive electronics, communication equipment, and molds, primarily serving the automotive and communication industries [4][5] Group 2 - The company’s total assets as of the end of 2024 are reported at 236,662.37 million RMB, with total liabilities of 144,703.22 million RMB, resulting in total equity of 91,959.15 million RMB [7] - The company’s revenue for 2024 is projected to be 177,433.74 million RMB, with a net profit of -1,898.64 million RMB, indicating a significant decline compared to previous years [8] - The company’s cash flow from operating activities for 2024 is reported as -6,935.92 million RMB, highlighting potential liquidity issues [9] Group 3 - The company plans to raise up to 63,202.65 million RMB through this issuance, which will be allocated to various projects, including the automotive air suspension system and seat system production [30][19] - The issuance will involve up to 35 specific investors, including qualified institutional investors and other eligible entities [26][27] - The company’s stock is listed on the Shenzhen Stock Exchange under the code 002976 [5]

Core Viewpoint - The company is issuing shares to specific investors, which will dilute immediate returns but aims to enhance long-term competitiveness and financial stability through strategic investments in projects related to the automotive parts industry [2][3][6]. Financial Impact Analysis - The company plans to issue 244,149,936 shares, increasing total shares to 1,057,983,058 [4]. - The projected net profit for 2025 is estimated at 953 million yuan, with scenarios predicting stable, 10% growth, or 10% decline in net profit compared to 2024 [4][5]. - Basic earnings per share (EPS) before the issuance is projected at 1.13 yuan, which could drop to 0.87 yuan under stable profit conditions post-issuance [5][6]. Necessity and Reasonableness of the Issuance - The funds raised will be allocated to projects such as the Wuhu Automotive Parts Intelligent Manufacturing Project and the Chongqing Automotive Interior Parts Production Base, which align with the company's core business and future strategic layout [7][8]. - The issuance is deemed necessary to enhance the company's core competitiveness and sustainable development capabilities [6][8]. Relationship with Existing Business - The projects funded by the issuance are closely related to the company's main operations in automotive parts design, development, production, and sales [7]. - The company has a strong talent pool and technical capabilities to support the implementation of these projects, ensuring effective execution [8][9]. Measures to Mitigate Dilution of Immediate Returns - The company plans to enhance operational efficiency and reduce costs through optimized business processes and internal controls [10]. - Strict management of raised funds will be implemented to ensure they are used effectively and transparently, protecting the interests of small investors [10][11]. - The company will accelerate project construction to realize expected benefits quickly, thereby mitigating the dilution of immediate returns [10][11]. Commitments from Company Leadership - The board and senior management have committed to diligently executing measures to mitigate the impact of share issuance on immediate returns, ensuring accountability [12][13]. - The controlling shareholder and actual controller have also made commitments to uphold these measures and accept responsibility for any losses incurred due to non-compliance [13].

| 证券代码：300793 | 证券简称：佳禾智能 | 公告编号：2025-012 | | --- | --- | --- | | 债券代码：123237 | 债券简称：佳禾转债 | | 佳禾智能科技股份有限公司 关于部分募集资金投资项目延期的公告 本公司及董事会全体成员保证公告内容真实、准确和完整，不存在任何虚假 记载、误导性陈述或者重大遗漏。 佳禾智能科技股份有限公司（以下简称"公司"）于2025年2月25日召开第三 届董事会第二十二次会议和第三届监事会第十六次会议，审议通过《关于部分募 集资金投资项目延期的议案》，同意公司在募集资金投资项目（以下简称"募投 项目"）不改变募集资金投资用途及投资规模不发生变化的情况下，将2024年向 不特定对象发行可转换公司债券部分募投项目延期。本次部分募投项目进度延期 在董事会的审批权限范围内，无需提交股东会审议。现将具体情况公告如下： 一、募集资金基本情况 （一）本次募投项目延期的具体情况 公司结合当前募投项目的实际建设情况和投资进度，在项目实施主体、实施 方式、募集资金投资用途及投资总额不变的情况下，对募投项目达到预定可使用 状态的日期进行调整，具体情况如下： | ...

【家】 | 容 诚 关于江苏博俊工业科技股份有限公司 申请向不特定对象发行可转换公司债券问询函的回复 容诚专字[2023]230Z1638 号 容诚会计师事务所(特殊普通合伙) 中国 ·北京 0 2-1 th er 关于对江苏博俊工业科技股份有限公司 申请向不特定对象发行可转换公司债券问询函的回复 容诚专字[2023]230Z1638 号 深圳证券交易所: 贵所于 2023年1月5日向江苏博俊工业科技股份有限公司(以下简称"博 俊科技"或"本公司"或"公司"）发出了《关于江苏博俊工业科技股份有限公 司申请向不特定对象发行可转换公司债券的审核问询函》(审核函〔2023〕 02006 号)(以下简称"《问询函》"),根据问询函的要求,容诚会计师事 务所(特殊普通合伙)(以下简称"会计师"、"我们")对问询函中要求我 们发表意见的事项进行了认真核查。现将我们的回复意见说明如下: 如无特别说明,本审核问询函回复中的简称或名词的释义与募集说明书中 的释义相同。 | 问询函所列问题 | 黑体(加粗) | | --- | --- | | 问询函所列问题的回复 | 宋体(不加粗) | | 对募集说明书的修改、补充 | 楷体( ...

关于对江苏博俊工业科技股份有限公司 申请向不特定对象发行可转换公司债券问询函的回复 容诚专字[2023]230Z0255 号 容诚会计师事务所 (特殊普通合伙) 中国・北京 关于对江苏博俊工业科技股份有限公司申 请向不特定对象发行可转换公司债券问询 函的回复 容诚专字[2023]230Z0255 号 深圳证券交易所: 贵所于 2023 年 1 月 5 日向江苏博俊工业科技股份有限公司（以下简称"博 俊科技"或"本公司" 或"公司"）发出了《关于江苏博俊工业科技股份有限公 司申请向不特定对象发行可转换公司债券的审核问询函》(审核函〔2023〕020006 号）(以下简称"《问询函》")，根据问询函的要求，容诚会计师事务所（特殊普 通合伙)(以下简称"会计师"、"我们")对问询函中要求我们发表意见的事项进 行了认真核查。现将我们的回复意见说明如下: 如无特别说明,本审核问询函回复中的简称或名词的释义与募集说明书中的 释义相同。 | 问询函所列问题 | 黑体(加粗) | | --- | --- | | 问询函所列问题的回复 | 宋体(不加粗) | | 对嘉集说明书的修改、补充 | 楷体(加粗) | 在本间询函回复中 ...