Core Viewpoint - The document outlines the underwriting and issuance process for Shangneng Electric Co., Ltd.'s stock offering to specific investors, detailing compliance with relevant laws and regulations, and the roles of the underwriting representatives [1][10][17]. Group 1: Issuance Overview - The underwriting institution, Industrial Securities Co., Ltd., has been appointed to sponsor Shangneng Electric's stock issuance to specific investors, with representatives Tang Tao and Zhang Siying responsible for the recommendation [1][3]. - The issuance complies with the Company Law, Securities Law, and relevant regulations from the China Securities Regulatory Commission and exchanges [2][10]. - The type of issuance is specifically targeted at certain investors, with the latest share structure indicating a total of 359,555,234 shares, of which 25.92% are subject to restrictions [4][5]. Group 2: Financial and Operational Data - As of March 31, 2025, the company reported total assets of 832,952.50 million yuan and total liabilities of 607,501.44 million yuan, resulting in owner equity of 225,451.06 million yuan [6][7]. - The company’s revenue for the first quarter of 2025 was 83,069.60 million yuan, with a net profit of 8,735.51 million yuan [6][7]. - The company has a comprehensive gross profit margin of 24.28% for the first quarter of 2025, reflecting an increase from previous years [6][7]. Group 3: Project and Fund Utilization - The funds raised from this issuance will be allocated to the production of 25GW string photovoltaic inverters, 15GW energy storage inverters, and to supplement working capital [20][21]. - The issuance is aligned with national industrial policies and complies with environmental protection and land management laws [20][21]. Group 4: Compliance and Governance - The underwriting institution has conducted thorough due diligence and confirmed that the issuer meets all legal and regulatory requirements for the stock issuance [10][11]. - The internal decision-making processes for the issuance have been properly followed, with approvals from the board of directors and shareholders [12][15][22]. - There are no conflicts of interest or significant legal issues involving the issuer or its management that would impede the issuance [19][22].

Core Viewpoint - The company plans to issue shares to specific investors to raise funds for expanding its production capacity in the photovoltaic inverter and energy storage sectors, capitalizing on the growing demand for renewable energy solutions driven by global carbon neutrality goals [12][20][22]. Group 1: Issuance Details - The company intends to issue shares to no more than 35 specific investors, including institutional and individual investors, with a total fundraising target of up to 1.6486 billion RMB [2][23]. - The issuance price will be set at no less than 80% of the average trading price of the company's A-shares over the 20 trading days prior to the pricing date [3][26]. - The total number of shares to be issued will not exceed 30% of the company's total share capital before the issuance, amounting to approximately 150,685,898 shares [4][28]. Group 2: Fund Utilization - The net proceeds from the issuance will be used entirely for the construction of a 25GW photovoltaic inverter production project, with a total investment of approximately 2.3409 billion RMB, of which 1.6486 billion RMB will be raised through this issuance [5][30]. - The company may use self-raised funds to initiate project implementation before the proceeds are available, with plans to replace these funds once the issuance is completed [30]. Group 3: Market Context - The global photovoltaic market is expected to grow significantly, with new installations projected to reach 530GW by 2024, reflecting a compound annual growth rate of approximately 28.55% [13][22]. - The energy storage market is also experiencing rapid growth, with new installations in China expected to reach 43.7GW in 2024, representing a year-on-year increase of 103% [16][22]. - The company has established itself as a key player in the photovoltaic inverter and energy storage sectors, ranking fourth globally in inverter shipments and maintaining a strong market presence in China [18][20].