Securities Code: 300410
Securities Abbreviation: Zhengye Technology
Announcement Number: 2026-036
Guangdong Zhengye Technology Co., Ltd.
Announcement on Risk Warning, Fill-in Measures, and Commitments of Relevant Parties Regarding Dilution of Immediate Returns from Issuing Shares to Specific Objects (Revised Draft)
The Company and all members of the Board of Directors guarantee the truthfulness, accuracy, and completeness of the information disclosed, and that there are no false records, misleading statements, or significant omissions.
In accordance with the "Guiding Opinions on Matters Concerning the Dilution of Immediate Returns from Issuance, Refinancing, and Major Asset Restructuring" (CSRC Announcement [2015] No. 31), the "Several Opinions of the State Council on Further Promoting the Healthy Development of the Capital Market" (State Council Document [2014] No. 17), and the "Several Opinions of the General Office of the State Council on Further Strengthening the Protection of the Legal Rights and Interests of Small and Medium Investors in the Capital Market" (State Council Document [2013] No. 110), and other laws, regulations, rules, and other normative documents, in order to protect the interests of small and medium investors, Guangdong Zhengye Technology Co., Ltd. (hereinafter referred to as the "Company") has analyzed and warned of the risks of dilution of immediate returns from this targeted issuance of shares, proposed specific measures to fill in the returns, and relevant parties have also made commitments to ensure the effective implementation of the Company's fill-in measures. The specific content is as follows:
I. Impact of the Current Issuance on the Company's Main Financial Indicators
Assumptions for the impact of the current targeted issuance of shares on the Company's immediate returns on main financial indicators:
(1) No significant adverse changes in domestic and international political stability, macroeconomic environment, social environment, industrial policies, and market conditions in the industry where the Company is located;
(2) Assuming the current issuance plan is completed by December 2026, the total number of shares issued in this plan does not exceed 68,259,385 shares (inclusive of 68,259,385 shares), without considering the impact of deducting issuance expenses;
(3) Assuming the total amount of raised funds from the targeted issuance of shares is RMB 400,000,000.00, this calculation temporarily does not consider the impact of issuance expenses. The total amount of raised funds from the Company's targeted issuance of shares shall be based on the final issuance price multiplied by the number of shares registered and issued by the China Securities Regulatory Commission;
(4) According to the "Guangdong Zhengye Technology Co., Ltd. 2025 Annual Report," the Company's net profit attributable to the parent company in 2025 was RMB 3,677.58 million, and the net profit after deducting non-recurring gains and losses was RMB 2,395.51 million. Based on this, the net profit attributable to the parent company and the net profit after deducting non-recurring gains and losses attributable to the parent company in 2026 are calculated under the following three scenarios: ① remaining flat with 2025; ② a decrease of 30% compared to 2025; ③ an increase of 30% compared to 2025. This assumption is only used to calculate the impact of the targeted issuance of A shares on the Company's immediate returns on main financial indicators and does not represent the Company's judgment on future operating conditions and trends, nor does it constitute a profit forecast for the Company;
(5) When forecasting the Company's total share capital after the current issuance, the total share capital before the issuance of 367,114,797 shares is used as the base, without considering the impact of factors other than the number of shares issued in this issuance (such as capital reserve to share capital, equity incentives, etc.) on the Company's total share capital;
(6) Based on the principle of prudence, the impact of the raised funds on the Company's production and operation, financial status (such as financial expenses, investment income), etc., after their arrival is not considered;
(7) The impact of other non-recurring gains and losses and force majeure factors on the Company's financial status is not considered.