Declaration
The Company and all directors, senior management, and audit committee members warrant that the prospectus and other information disclosure materials contain no false records, misleading statements, or major omissions, and assume corresponding legal liability for their authenticity, accuracy, and completeness.
The person in charge of the Company, the person in charge of accounting work, and the person in charge of the accounting institution guarantee the authenticity, accuracy, and completeness of the financial and accounting data in this prospectus.
Any decision or opinion made by the CSRC or the Shenzhen Stock Exchange regarding this issuance does not indicate their guarantee of the authenticity, accuracy, or completeness of the application documents and disclosed information, nor does it constitute a substantive judgment or guarantee of the issuer's profitability, investment value, or investor returns. Any statement to the contrary is a false and untrue statement.
In accordance with the Securities Law, after the securities are issued according to law, the issuer is responsible for changes in its operations and earnings. Investors shall independently judge the investment value of the issuer, make their own investment decisions, and bear the investment risks caused by changes in the issuer's operations and earnings or fluctuations in securities prices after the issuance.
Important Matters Notice
The Company specifically reminds investors to carefully read the full content of this prospectus and pay special attention to the following important matters before making investment decisions.
I. Overview of the Issuance of A-Shares to Specific Targets
(I) The plan for this issuance of A-shares to specific targets has been reviewed and approved by the 35th meeting of the 9th Board of Directors and the 2nd Extraordinary General Meeting of 2025. It has been approved by the Shenzhen Stock Exchange and can only be implemented after the CSRC makes a decision to approve the registration.
(II) The targets for this issuance are no more than 35 (inclusive) specific investors, including securities investment fund management companies, securities companies, trust companies, finance companies, insurance institutional investors, QFIs, RQFs, and other legal persons, natural persons, or other qualified investors that meet the requirements of the CSRC. Where a securities investment fund management company, securities company, QFI, or RQFI subscribes with two or more products under its management, it shall be regarded as one target. Trust companies acting as targets may only subscribe with their own funds. All targets shall subscribe for the shares in cash.
The targets have not yet been determined. The final targets will be determined by the Board of Directors within the scope of authorization by the General Meeting of Shareholders, in accordance with relevant laws, administrative regulations, departmental rules, and normative documents, based on the bidding results and in consultation with the sponsor (lead underwriter) after the Company obtains the CSRC's registration approval.
(III) The pricing benchmark date for this issuance is the first day of the issuance period. The issuance price shall not be lower than 80% of the average trading price of the Company's shares for the 20 trading days preceding the pricing benchmark date (excluding the pricing benchmark date). Average trading price for the 20 trading days = total trading volume for the 20 trading days / total trading turnover for the 20 trading days.
If the Company undergoes ex-rights or ex-dividend events such as dividend distribution, bonus issues, or capitalization of capital reserves, or if the total share capital changes due to share repurchases or employee equity incentive plans between the pricing benchmark date and the issuance date, the aforementioned issuance price will be adjusted accordingly.
(IV) The total amount of funds raised from this issuance shall not exceed 900 million RMB (inclusive), and the number of shares issued shall not exceed 156,400,000 shares (inclusive), which is no more than 19.50% of the Company's total share capital before this issuance.