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兴图新科上半年亏损已连亏4年 2020上市中泰证券保荐
Zhong Guo Jing Ji Wang· 2025-09-10 06:41
Core Viewpoint - The company reported a revenue increase of 8.49% in the first half of 2025, but continued to incur net losses, indicating ongoing financial challenges despite revenue growth [1][2]. Financial Performance - The company achieved operating revenue of 61.85 million yuan in the first half of 2025, compared to 57.01 million yuan in the same period last year, reflecting an increase of 8.49% [2]. - The net profit attributable to shareholders was -30.39 million yuan, worsening from -27.64 million yuan in the previous year [2]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was -30.43 million yuan, compared to -27.90 million yuan in the same period last year [2]. - The net cash flow from operating activities was -25.08 million yuan, a decline from -12.85 million yuan in the previous year [2]. Historical Financial Data - From 2021 to 2024, the company's operating revenues were 157 million yuan, 144 million yuan, 149 million yuan, and 153 million yuan respectively [2]. - The net profits attributable to shareholders for the same years were -45.61 million yuan, -79.10 million yuan, -67.93 million yuan, and -80.66 million yuan respectively [2]. - The net cash flow from operating activities for the years 2021 to 2024 was -65.07 million yuan, -56.57 million yuan, -29.88 million yuan, and -25.89 million yuan respectively [2]. Company Background - The company was listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on January 6, 2020, with an issuance of 18.4 million shares at a price of 28.21 yuan per share [3]. - The lead underwriter for the company's IPO was Zhongtai Securities Co., Ltd. [4]. - The highest stock price recorded after the IPO was 60.89 yuan on January 8, 2020 [5].
奇!同辉信息上市前连续四年财务造假,虚增收入超6000万元,为何不构成欺诈发行?原因揭秘
Core Viewpoint - The company Tonghui Information has been found to have committed financial fraud for four consecutive years, inflating revenue by over 60 million yuan, yet it does not constitute fraudulent issuance, allowing it to temporarily avoid delisting [1][3][5]. Group 1: Financial Fraud Details - From 2018 to 2021, Tonghui Information and its subsidiaries inflated revenue and profits through fictitious contracts and premature or delayed revenue recognition [1][2]. - The inflated revenue and profit figures for each year are as follows: - 2018: Revenue inflated by 20.73 million yuan, profit inflated by 10.46 million yuan - 2019: Revenue inflated by 9.62 million yuan, profit inflated by 8.15 million yuan - 2020: Revenue inflated by 14.98 million yuan, profit inflated by 7.37 million yuan - 2021: Revenue inflated by 18.07 million yuan, profit inflated by 5.88 million yuan [2]. Group 2: Regulatory Actions - The Beijing Securities Regulatory Bureau has proposed a total fine of 35.5 million yuan against the company and its executives due to the financial fraud [1][8]. - Specific penalties include: - The company fined 9 million yuan - The actual controller and former chairman fined 11.5 million yuan - The former vice president fined 7 million yuan - The former financial director fined 3 million yuan [8]. Group 3: Company Background and Listing Process - Tonghui Information was established in 2008 and listed on the New Third Board in 2011, later moving to the selected layer before transitioning to the Beijing Stock Exchange [6][7]. - The company aimed to raise 100 million yuan for digital visual research and development and working capital during its public offering [6]. Group 4: Current Financial Status - Since its listing on the Beijing Stock Exchange, the company has faced continuous operational pressure, reporting net losses of 44.52 million yuan in 2022, 128.13 million yuan in 2023, and 71.94 million yuan in 2024 [10]. - In the first half of 2025, the company experienced a significant revenue decline of 78.66% and a net loss of 14.39 million yuan, primarily due to the termination of its film distribution business [10].
奇!上市前多年财务造假,为何不构成欺诈发行?
Core Viewpoint - The company, Tonghui Information, has been found to have committed financial fraud for four consecutive years, inflating revenues by over 60 million yuan, yet it does not constitute fraudulent issuance, thus temporarily avoiding delisting [1][3][5]. Group 1: Financial Misconduct - The company inflated its revenue and profits through fictitious business contracts and premature or delayed revenue recognition from 2018 to 2021 [1][2]. - The inflated revenue and profit figures for each year are as follows: - 2018: 20.73 million yuan in revenue, 10.46 million yuan in profit - 2019: 9.61 million yuan in revenue, 8.15 million yuan in profit - 2020: 14.98 million yuan in revenue, 7.37 million yuan in profit - 2021: 18.07 million yuan in revenue, 5.88 million yuan in profit [2]. Group 2: Regulatory Actions - The Beijing Securities Regulatory Bureau has issued a notice of administrative penalty, imposing a total fine of 35.5 million yuan on the company and its executives [1][8]. - The penalties include: - 9 million yuan fine for the company - 11.5 million yuan fine for the actual controller and former chairman, Dai Fuhao - 7 million yuan fine for the former vice president, Cui Zhenying - 3 million yuan fine for the former CFO, Ji Haiyan [8]. Group 3: Company Background and Listing Process - Tonghui Information was established in 2008 and listed on the New Third Board in 2011 [5]. - The company aimed to publicly issue up to 28.75 million shares at a base price of 2.64 yuan per share, raising 100 million yuan for digital visual research and development [6]. - The company transitioned to the Beijing Stock Exchange without issuing new shares, which is a key reason it does not face delisting for fraudulent issuance [7]. Group 4: Financial Performance and Future Risks - The company has faced continuous operational pressure since its listing, with net profits showing losses of -44.52 million yuan in 2022, -128.13 million yuan in 2023, and -71.94 million yuan in 2024 [10]. - In the first half of 2025, the company reported a revenue decline of 78.66% and a net profit loss of -14.39 million yuan, indicating ongoing financial struggles [10]. - If the company fails to turn a profit in 2025 and revenue remains below 50 million yuan, it may trigger financial delisting risks [10].
鼎捷数智回应可转债审核问询:募投项目建设规划与研发进展披露
Xin Lang Cai Jing· 2025-09-07 10:57
Core Viewpoint - The company, Dingjie Intelligent Co., Ltd., is responding to the Shenzhen Stock Exchange's inquiry regarding its second round of review for issuing convertible bonds to unspecified objects, focusing on the necessity, rationality, technical feasibility, and market demand of its fundraising projects [1] Fundraising Project Construction Plan - The fundraising project, named "Dingjie Intelligent Ecological Empowerment Platform Project," includes two main components: the "Dingjie Intelligent R&D Training Base" and "Platform Project R&D" [2] - The current office space per employee is 13.86 square meters, below the industry average, while the planned space post-project is 30.80 square meters, with an industry average of 20.67 square meters [2] - The project aims to enhance office efficiency and support future development while minimizing idle risks, aligning with the company's main business requirements [2] R&D Project Details - The new platform will feature eight core R&D modules, enhancing functionality compared to the existing industrial internet platform [3] - Key functionalities include a decision-making core, low-code development capabilities, and a one-stop office hub [3] - Target customers include medium to large enterprises and small to medium enterprises, with revenue generated through various models such as platform buyouts, subscriptions, and service income [3] Technical and Market Analysis - The company possesses advantages in industrial software applications, cloud platform development, and talent, indicating high technical feasibility and low risk of R&D failure [3] - The market demand for industrial management software is increasing, driven by trends towards cloud and intelligent solutions, providing a broad space for the project [3] R&D Expenses and Supplementary Flow Ratio - The R&D expenses for the fundraising project meet capitalization requirements and align with industry accounting policies [4] - The proportion of funds used for supplementary working capital is 20.83%, which is below the 30% threshold set by regulations [4] - Overall, the fundraising project is deemed necessary, rational, technically feasible, and in line with market demand, potentially enhancing the company's core competitiveness and supporting its digital transformation strategy [4]
*ST创兴:9月7日召开董事会会议
Mei Ri Jing Ji Xin Wen· 2025-09-07 09:56
Group 1 - *ST Chuangxing held its 24th board meeting of the 9th session on September 7, 2025, in Hangzhou, Zhejiang Province, discussing the proposal for the third extraordinary general meeting of shareholders in 2025 [1] - For the first half of 2025, *ST Chuangxing's revenue was entirely derived from the software and information technology services sector, accounting for 100.0% of its total revenue [1] Group 2 - As of the report, *ST Chuangxing has a market capitalization of 1.8 billion yuan [2]
鼎捷数智: 上会会计师事务所(特殊普通合伙)关于鼎捷数智股份有限公司向不特定对象发行可转换公司债券的第二轮审核问询函的回复(2025年半年报财务数据更新版)
Zheng Quan Zhi Xing· 2025-09-07 09:14
Core Viewpoint - The company is responding to the Shenzhen Stock Exchange's inquiry regarding its plan to issue convertible bonds for the construction of a research and training base, which aims to enhance its product development and training capabilities. Group 1: Project Overview - The fundraising project includes the construction of the "Dingjie Smart Research and Training Base" and the "Platform Project Research," focusing on upgrading existing platforms rather than creating new businesses [2][5]. - The training base will host approximately 300 training and demonstration events annually in the Jiangsu-Zhejiang-Shanghai region, with expected monthly visitor flows exceeding 400 people [2][5]. Group 2: Office Space and Personnel Needs - The current average office space per employee is 13.86 square meters, which is below the industry average of 20.67 square meters. The new project aims to provide an average of 30.80 square meters per employee [3][11]. - The company anticipates a continuous need for research personnel, with the number of R&D staff projected to increase from 1,479 at the end of 2022 to 1,552 by June 2025 [7][8]. Group 3: Economic Viability - The total investment for the project is estimated at 268.12 million yuan, with the construction of the research and training base expected to reduce rental costs and improve the overall office environment [14][15]. - The project will create a total building area of 28,700 square meters, with 18,300 square meters designated for office use, which is expected to enhance operational efficiency [9][16]. Group 4: Training and Demonstration Activities - The company has a long-standing practice of conducting training and demonstration activities, with over 500 events held annually, covering more than 30,000 industry participants [18][19]. - The training and demonstration center will be essential for ensuring standardized operations and improving user experience with the company's industrial software products [17][26]. Group 5: Location and Strategic Importance - The project is located in Huzhou, Zhejiang Province, which is strategically positioned within a one-hour transportation radius of major cities like Shanghai, Hangzhou, and Nanjing [27][28]. - The area is supported by local government initiatives aimed at accelerating the digital transformation of manufacturing industries, enhancing the project's relevance and potential impact [28][29].
鼎捷数智: 向不特定对象发行可转换公司债券募集说明书(2025年半年报财务数据更新版)
Zheng Quan Zhi Xing· 2025-09-07 09:14
Core Viewpoint - DIGIWIN CO., LTD. is issuing convertible bonds to raise funds for its digital empowerment platform project, amidst a competitive landscape in the industrial software sector [1][7]. Company Overview - Company Name: DIGIWIN CO., LTD. - Stock Code: 300378 - Registered Capital: 271,392,830 RMB - Established: December 26, 2001 - Headquarters: Shanghai, China [19]. Fundraising Details - The company plans to issue convertible bonds to unspecified investors, with the total amount not exceeding 827.6642 million RMB [19]. - The funds will primarily be allocated to the digital empowerment platform project, which may face risks related to market conditions and technological advancements [6][7]. Market Competition - The industrial software market in China is experiencing rapid growth, leading to intensified competition from both local and international players, including Siemens and SAP [2][3]. - Companies must maintain strong R&D capabilities and provide comprehensive solutions to remain competitive [3]. Financial Performance - The company's gross profit margins for recent periods were reported as 65.32%, 61.91%, and 58.25%, indicating potential fluctuations due to rising labor costs and market competition [4][5]. - Accounts receivable have increased significantly, with values of 263.7764 million RMB and 446.8785 million RMB reported in recent periods, raising concerns about cash flow [4]. Risks Associated with Operations - The company faces risks related to the recovery of accounts receivable, supplier concentration, and the absence of a controlling shareholder, which may affect operational efficiency and decision-making [4][5]. - The anticipated benefits from the fundraising project may not materialize due to changes in market demand or project execution challenges [6]. Profit Distribution Policy - The company prioritizes cash dividends, with a policy that allows for distributions based on profitability and cash flow, ensuring that shareholder interests are protected [10][12]. - Recent cash dividends were 2.67034 million RMB in 2022, 3.07899 million RMB in 2023, and 0.80947 million RMB in 2024, reflecting a consistent approach to shareholder returns [16].
鼎捷数智: 兴业证券股份有限公司关于鼎捷数智股份有限公司向不特定对象发行可转换公司债券之上市保荐书(2025年半年报财务数据更新版)
Zheng Quan Zhi Xing· 2025-09-07 09:14
Core Viewpoint - Dingjie Smart Co., Ltd. is issuing convertible bonds to unspecified objects, aiming to raise funds for its digital empowerment platform project and to supplement working capital, aligning with national industrial policies and market demands [1][21]. Company Overview - Dingjie Smart Co., Ltd. was established on December 26, 2001, with a registered capital of 271.39 million yuan and is listed on the Shenzhen Stock Exchange under the stock code 300378.SZ [1][2]. - The company specializes in providing integrated digital solutions for the manufacturing and distribution industries, focusing on intelligent manufacturing and digital transformation [2][3]. Business Strategy - The company is implementing a strategy centered around "Intelligent+" to enhance its service offerings in artificial intelligence, industrial internet, and smart manufacturing, while continuously innovating its product services [3]. - Dingjie Smart has expanded its business scope to cover four major categories of industrial software, integrating advanced technologies such as AI, big data, IoT, and cloud computing [3]. Financial Data - As of June 30, 2025, the total assets of the company are 361,857.79 million yuan, with total liabilities of 118,407.60 million yuan, resulting in shareholders' equity of 243,450.19 million yuan [4]. - The company reported a net profit of 4,408.23 million yuan for the first half of 2025, with total revenue of 104,492.87 million yuan [4]. Key Financial Indicators - The company's liquidity ratios are as follows: current ratio of 1.70 and quick ratio of 1.60 as of June 30, 2025 [5]. - The asset-liability ratio on a consolidated basis is 32.72% [5]. Risks and Challenges - The company faces risks related to the implementation of its fundraising projects, including potential delays or failures in achieving expected benefits from the digital empowerment platform project [6]. - There is a risk of increased competition in the industrial software market, with both domestic and international players intensifying their efforts [10]. Convertible Bond Issuance - The company plans to issue convertible bonds with a total amount not exceeding 827.66 million yuan, with a maturity of six years [13][21]. - The bonds will be issued at face value of 100 yuan each, targeting a wide range of investors [13][14]. Governance and Compliance - The company has established a robust governance structure, complying with relevant laws and regulations, ensuring that all necessary procedures for the bond issuance have been followed [20][21].
连续4年财务造假,IPO欺诈发行遭重罚
中国基金报· 2025-09-06 14:13
Core Viewpoint - Tonghui Information has been penalized by the Beijing Securities Regulatory Commission for illegal information disclosure, involving multiple executives and resulting in significant financial penalties and market bans for key individuals [2][4][5]. Group 1: Regulatory Actions - The Beijing Securities Regulatory Commission issued a notice of administrative punishment to Tonghui Information and its executives for violations from 2018 to 2021, including fabricating business contracts and manipulating revenue recognition [4][5]. - The company reported inflated revenues of 20.17 million yuan, 9.62 million yuan, 14.98 million yuan, and 18.07 million yuan for the years 2018, 2019, 2020, and 2021 respectively, along with inflated profits of 10.46 million yuan, 8.15 million yuan, 7.37 million yuan, and 5.88 million yuan for the same years [4][5]. Group 2: Financial Penalties - The penalties proposed by the Beijing Securities Regulatory Commission include a fine of 9 million yuan for Tonghui Information, 11.5 million yuan for Chairman Dai Fuhao, 7 million yuan for Vice President Cui Zhenying, and various fines for other executives [5][6]. - Dai Fuhao and Cui Zhenying face market bans of 10 years and 7 years respectively due to their significant roles in the violations [8]. Group 3: Financial Performance - In the first half of 2025, Tonghui Information reported revenues of 37.2 million yuan, a decline of 78.66% year-on-year, and a net loss of 14.39 million yuan, down 50.84% year-on-year [10]. - The company has experienced continuous net losses over the past three years, with losses of 46.5 million yuan, 128 million yuan, and 71.94 million yuan from 2022 to 2024 [10]. Group 4: Company Background - Established in 2008, Tonghui Information focuses on developing and promoting digital solutions in sectors such as education, healthcare talent training, port automation, and finance [10]. - The company transitioned from the National Equities Exchange and Quotations to the Beijing Stock Exchange in November 2021, becoming one of the first companies listed on the new exchange [10].
北京华大九天科技股份有限公司 股东询价转让计划书
Zheng Quan Ri Bao· 2025-09-05 22:17
Core Viewpoint - The announcement details the share transfer plan of Beijing Huada Jiutian Technology Co., Ltd. (hereinafter referred to as "the Company") involving a total of 14,350,000 shares, representing 2.64% of the Company's total share capital, by a major shareholder, Beijing Jiu Chuang Hui Xin Asset Management Partnership (Limited Partnership) [2][5]. Group 1: Share Transfer Details - The shareholder, Beijing Jiu Chuang Hui Xin Asset Management Partnership, intends to transfer 14,350,000 shares, accounting for 2.64% of the total share capital of the Company [2][5]. - The transfer will not occur through centralized bidding or block trading, and the shares cannot be transferred by the acquirer within six months after the acquisition [2][3]. - The transfer is motivated by the shareholder's need for funds [5]. Group 2: Shareholder and Compliance Information - The transferring party is a shareholder holding more than 5% of the Company's shares but is not the controlling shareholder, actual controller, director, or senior management [3]. - The transferring party has confirmed that the shares are free from any restrictions or prohibitions on transfer and comply with relevant regulations [3][4]. - The transferring party has committed to having sufficient shares available for transfer and will strictly adhere to relevant obligations [4]. Group 3: Pricing and Transfer Process - The minimum transfer price will be set at no less than 70% of the average trading price over the 20 trading days prior to September 5, 2025 [7]. - If the total number of valid subscriptions exceeds the available shares, the transfer price will be determined based on a priority system of price, quantity, and time [7]. - If the total valid subscriptions are less than 14,350,000 shares, the lowest bid price among valid subscriptions will be set as the transfer price [7]. Group 4: Investor Eligibility - The acquirers must be institutional investors with appropriate pricing capabilities and risk tolerance, including various types of financial institutions such as securities companies, fund management companies, and qualified foreign investors [8].