Core Viewpoint - The announcement discusses the impact of issuing A-shares to specific investors on the company's immediate returns and outlines measures to mitigate the dilution of shareholder returns [1][4]. Financial Impact Analysis - The company anticipates a net profit of -82.66 million yuan and a net profit of -80.12 million yuan after excluding non-recurring gains and losses for the year 2025 [1]. - The total share capital before the issuance is 519,875,356 shares, which will increase to 675,837,962 shares post-issuance [2]. - The basic earnings per share (EPS) before the issuance is -0.3180 yuan, which is expected to change to -0.2765 yuan after the issuance [2]. - The weighted average return on net assets is projected to decrease from -29.39% to -24.74% after the issuance [2]. Necessity and Reasonableness of the Issuance - The funds raised will be used to supplement working capital, improving the company's financial condition and capital structure, thereby enhancing its risk resistance and core competitiveness [5][6]. Measures to Mitigate Dilution of Immediate Returns - The company plans to enhance corporate governance to ensure shareholder rights are protected and to improve decision-making processes [6][7]. - The company will strengthen the management of raised funds to ensure they are used legally and effectively, aiming to increase future shareholder returns [6][7]. - The company will optimize its investor return mechanism, adhering to regulations regarding profit distribution to enhance shareholder returns [7]. Commitments from Key Stakeholders - The controlling shareholder and senior management have committed to not interfering with the company's operations and to uphold the measures taken to mitigate the dilution of immediate returns [8][9]. - The board of directors has approved the measures to address the dilution of immediate returns during a recent meeting [10].

Core Viewpoint - The announcement details the impact of issuing A-shares to specific investors on the company's immediate returns and outlines measures to mitigate this dilution effect on shareholder value [1][2][3]. Financial Impact Analysis - The company plans to issue 1,813,840,599 shares, resulting in a total share capital of 7,859,975,930 shares post-issuance [2]. - The estimated total funds raised from this issuance is 133,000 million yuan [2]. - Three scenarios for the company's net profit for 2025 are analyzed: 1. Net profit remains the same as in 2023. 2. Net profit increases by 10% compared to 2023. 3. Net profit decreases by 10% compared to 2023 [3]. Scenario 1: Net Profit Flat - Basic earnings per share (EPS) remains at 0.09 yuan/share. - Weighted average return on net assets is projected at 3.80% [3]. Scenario 2: Net Profit Growth - Net profit is estimated at 61,067.60 million yuan. - Basic EPS increases to 0.10 yuan/share. - Weighted average return on net assets rises to 4.17% [3]. Scenario 3: Net Profit Decline - Net profit drops to 55,516 million yuan. - Basic EPS decreases to 0.08 yuan/share. - Weighted average return on net assets falls to 3.43% [3]. Measures to Mitigate Dilution - The company commits to strict adherence to regulations regarding the management and use of raised funds to ensure effective utilization and minimize risks associated with dilution of immediate returns [2][3]. - The company will implement a three-year dividend return plan (2023-2025) to enhance shareholder value and protect minority investors' rights [5][6]. Commitments from Major Stakeholders - The controlling shareholder, Shanghai Real Estate Group, pledges not to interfere with the company's management and to uphold the interests of the company and its shareholders [6][7]. - All directors and senior management commit to ensuring the execution of measures to compensate for the dilution of returns and to avoid unfair benefit transfers [7].

Core Viewpoint - Yunnan Tourism Co., Ltd. plans to issue A-shares to specific investors, which may dilute immediate returns for existing shareholders, and the company has committed to measures to mitigate this impact [1][2][7]. Financial Impact Analysis - The issuance of shares is expected to increase the total share capital from 1,012,434,813 shares to 1,053,891,115 shares, with an estimated fundraising amount of 1.905 billion yuan [4]. - The projected net profit for 2025 under three scenarios shows potential losses ranging from -26.18 million yuan to -39.27 million yuan, depending on the performance relative to 2024 [6][8]. - Basic and diluted earnings per share are projected to improve from -0.3233 yuan to a range of -0.2484 to -0.3726 yuan, depending on the profit scenario [4][6]. Necessity and Reasonableness of the Issuance - The funds raised will be used for the construction of the Chuzhou Overseas Chinese Town Cultural Tourism Equipment Industrial Park and to repay interest-bearing debts, which aligns with the company's existing business operations [8][10]. - The project aims to enhance production capacity and improve the company's capital structure, thereby increasing profitability and competitive strength [8][10]. Project Implementation and Technical Readiness - The company has a strong technical team with nearly 50 professionals and a history of innovation, ensuring the successful implementation of the fundraising projects [9]. - The company has established a solid market foundation and brand advantage, which will support the execution of the investment projects [10]. Measures to Mitigate Dilution of Immediate Returns - The company will implement strategies to enhance operational efficiency and increase future earnings to offset the dilution of immediate returns from the share issuance [11]. - Strict adherence to regulations regarding the management and use of raised funds will be maintained to prevent misuse and ensure effective project execution [11][12]. Commitment from Key Stakeholders - The company's board and senior management have committed to fulfilling their responsibilities and ensuring the effectiveness of measures to compensate for any dilution of immediate returns [13].

证券代码：688568 证券简称：中科星图 公告编号：2025-013 中科星图股份有限公司 关于 2025 年度向特定对象发行 A 股股票摊薄即期回 报与公司采取填补措施及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法律责任。 根据《国务院关于进一步促进资本市场健康发展的若干意见》（国发[2014]17 号）、《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）及《关于首发及再融资、重大资产重组摊薄即期 回报有关事项的指导意见》（证监会公告[2015]31 号）等文件的相关规定，中科 星图股份有限公司（以下简称"公司"或"上市公司"）就 2025 年度向特定对 象发行 A 股股票（以下简称"本次向特定对象发行股票"或"本次发行"）事宜 对即期回报摊薄的影响进行了认真分析，并提出了具体的填补回报措施，相关主 体对公司填补回报措施能够得到切实履行作出了承诺，具体如下： 一、本次向特定对象发行股票摊薄即期回报对公司主要财务指标的影响 象发行 A 股股票的定价基准日至发 ...