Stock Code: 002379 Stock Abbreviation: Hongqiao Holdings Announcement No.: 2026-048
Shandong Hongqiao Aluminum Holdings Co., Ltd.
Announcement Regarding the Dilution of Immediate Returns, Remedial Measures, and Undertakings by Relevant Parties for the 2026 Issuance of A-Shares to Specific Targets
The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, with no false records, misleading statements, or material omissions.
In accordance with the requirements of the "Opinions of the General Office of the State Council on Further Strengthening the Protection of the Lawful Rights and Interests of Small and Medium Investors in the Capital Market" (Guobanfa [2013] No. 110), the "Several Opinions of the State Council on Further Promoting the Healthy Development of the Capital Market" (Guofa [2014] No. 17), and the "Guiding Opinions on Matters Concerning the Dilution of Immediate Returns in Initial Public Offerings, Refinancing, and Major Asset Restructurings" (CSRC Announcement [2015] No. 31), Shandong Hongqiao Aluminum Holdings Co., Ltd. (hereinafter referred to as the "Company") has conducted a careful analysis and calculation of the impact of the 2026 issuance of A-shares to specific targets (hereinafter referred to as the "Issuance") on immediate returns. The Company has formulated specific remedial measures, and relevant parties have made commitments to ensure these measures are effectively implemented. The details are as follows:
I. Impact of the Issuance on the Company's Key Financial Indicators
(I) Assumptions for the Analysis of Dilution of Immediate Returns
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It is assumed that there will be no major adverse changes in the macroeconomic environment, industry development trends, or the Company's business operations.
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It is assumed that this issuance to specific targets will be completed by the end of November 2026. This completion time is used solely for calculating the impact on immediate returns and is subject to the actual completion date following approval by the Shenzhen Stock Exchange and registration with the CSRC.
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It is assumed that the impact of the proceeds from this issuance on the Company's production, operations, and financial position (such as financial expenses and investment income) is not considered. This calculation does not account for the impact of cash dividends.
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It is assumed that the number of shares issued to specific targets is 1,303,111,820 shares (not exceeding 10% of the current total share capital; this figure represents the upper limit for calculation purposes and does not represent the final issuance amount), and the impact of issuance expenses is not considered. The actual scale of proceeds will be determined based on regulatory approval, subscription status, and issuance expenses.
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In predicting the total share capital, the total share capital as of the date of the announcement of the plan (1,303,111,820 shares) is used as the basis, considering only the impact of this issuance and excluding potential changes from stock dividend distributions, equity incentives, or share repurchases.
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Based on the disclosed "2025 Annual Report," the Company's net profit attributable to shareholders of the listed company and net profit after deducting non-recurring gains and losses for 2025 were 17,863,539,900 RMB and -369,131,300 RMB, respectively. The significant difference is primarily due to the acquisition of 100% equity in Hongtuo Industrial under common control. Excluding the net profit/loss of the subsidiary from the beginning of the period to the merger date, the net profit after deducting non-recurring gains and losses for 2025 is 17,843,243,700 RMB. For the purpose of this calculation, the 2025 net profit after deducting non-recurring gains and losses is assumed to be 17,843,243,700 RMB. Furthermore, it is assumed that the 2026 net profit attributable to shareholders and net profit after deducting non-recurring gains and losses will grow by (1) 0%, (2) 10%, or (3) 20% compared to the previous year.