Core Viewpoint - Tianyin Communication Holdings Co., Ltd. plans to issue A-shares to specific investors, which may dilute immediate returns for existing shareholders, but the company has committed to measures to compensate for this dilution [1][4][6]. Group 1: Impact Analysis of Share Issuance - The total amount to be raised from the issuance is 1,708 million yuan [1]. - The analysis of the impact on key financial indicators is based on three scenarios: net profit remaining flat, increasing by 10%, and decreasing by 10% compared to 2024 [1][2][3]. - In the scenario where net profit remains flat, the diluted earnings per share (EPS) would be 0.03 yuan, while the basic EPS would also be 0.03 yuan [2][3]. - In the scenario of a 10% increase in net profit, the diluted EPS would be 0.03 yuan, and the basic EPS would be 0.03 yuan [3]. - In the scenario of a 10% decrease in net profit, the diluted EPS would drop to 0.02 yuan, and the basic EPS would also be 0.02 yuan [3]. Group 2: Necessity and Reasonableness of the Issuance - The issuance is deemed necessary to support projects closely related to the company's main business, including marketing network construction and digital platform development [4][6]. - The projects are expected to enhance the company's market competitiveness and align with its strategic development goals [6][7]. Group 3: Measures to Mitigate Dilution Risk - The company plans to strengthen the management of raised funds to ensure they are used effectively and in compliance with regulations [5][7]. - It aims to ensure the timely progress of investment projects to maximize the efficiency of fund usage and achieve expected benefits quickly [7][8]. - The company will adhere to a strict cash dividend policy to enhance investor return mechanisms [8]. Group 4: Commitments from Management - The company's directors and senior management have committed to fulfilling their responsibilities diligently and protecting the interests of all shareholders [6][9]. - The controlling shareholder has also pledged not to interfere with the company's management and to protect its interests [6][9].

Core Viewpoint - The company is issuing shares to specific investors, which will dilute immediate returns but includes measures to compensate for this dilution and commitments from key stakeholders to ensure these measures are implemented [1][4][8]. Financial Impact - The total amount of funds raised from this issuance is estimated at 230 million yuan [2]. - The number of shares to be issued is 13,009,049, increasing the total share capital from 71,641,792 to 84,650,841 shares [2]. - Under three scenarios for 2025 net profit (1 million, 3 million, and 5 million yuan), the basic and diluted earnings per share will be affected, showing a potential increase in earnings per share as profits rise [3][5]. Measures to Mitigate Dilution - The company will enhance the management and use of raised funds to ensure effective utilization and risk mitigation [6]. - Improvements in corporate governance will be made to ensure shareholder rights are protected and management decisions are made judiciously [7]. - Operational efficiency will be increased through refined management processes, cost reduction, and talent acquisition [7]. - A profit distribution policy will be strictly followed to ensure stable returns to shareholders, particularly small investors [7]. Commitments from Stakeholders - The controlling shareholder and management have made commitments to uphold the measures aimed at compensating for the dilution of immediate returns, ensuring no interference in company operations and adherence to legal responsibilities [8].