Shenzhen Inovance Technology Co., Ltd.
Announcement on Risk Warning and Commitment to Compensate for Diluted Earnings Per Share from Issuing Shares to Specific Targets in 2026 (Revised)
The Company and all members of the Board of Directors guarantee that the information disclosed is true, accurate, and complete, and that there are no false records, misleading statements, or major omissions.
Shenzhen Inovance Technology Co., Ltd. (hereinafter referred to as "Inovance" or the "Company"), in accordance with the "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" (Guo Ban Fa [2013] No. 110), the "Several Opinions of the State Council on Further Promoting the Healthy Development of the Capital Market" (Guo Ban Fa [2014] No. 17), and the "Guiding Opinions on Matters Concerning the Dilution of Immediate Returns from Initial Public Offerings, Refinancing, and Major Asset Restructurings" (CSRC Announcement [2015] No. 31), etc., has analyzed the potential impact of this private placement of shares on the equity of ordinary shareholders and immediate returns. Based on the actual situation, it has proposed measures to compensate for the dilution of returns, and relevant parties have made commitments to ensure the effective implementation of these measures. The specific contents are as follows:
I. Impact of the Current Issuance on the Company's Main Financial Indicators
(I) Calculation Assumptions and Premises
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It is assumed that there will be no major changes in the macroeconomic environment, industrial policies, industry development status, and product market conditions.
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It is assumed that the current issuance will be completed in September 2026. This completion time is for calculation purposes only and does not constitute a commitment to the actual completion time, which will be subject to the actual completion time after registration and approval by the CSRC.
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Assuming the issue price is not less than 80% of the average daily trading price of the Company's stock in the 20 trading days prior to June 12, 2026, calculated at RMB 12.76 per share, the total amount of raised funds for this issuance is RMB 36,839.96 million (excluding issuance expenses). The number of shares to be issued in this issuance is 28,864,460 shares. After the completion of this issuance, the Company's total share capital will be 187,585,270 shares. This number of shares to be issued is an estimate and is only used to calculate the impact of the dilution of immediate returns from this issuance on the Company's main financial indicators. The final number of shares will be subject to the actual number of shares issued after registration and approval by the China Securities Regulatory Commission.
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When forecasting the Company's total share capital, it is based on the total share capital of 158,720,810 shares before this issuance (as of December 31, 2025), considering only the impact of the shares issued in this issuance, and not considering changes in share capital due to other factors such as capitalization, share repurchases, or share-based payments.
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According to the Company's disclosed "Shenzhen Inovance Technology Co., Ltd. 2025 Annual Report," the Company's net profit attributable to ordinary shareholders in 2025 was RMB -9,455.55 million, and the net profit attributable to ordinary shareholders after deducting non-recurring gains and losses in 2025 was RMB -9,745.37 million.
For the net profit attributable to ordinary shareholders and the net profit attributable to ordinary shareholders after deducting non-recurring gains and losses in 2026, it is assumed that the calculation will be based on the following three scenarios: (1) remaining the same as in 2025; (2) an increase of 10% compared to 2025; (3) an increase of 20% compared to 2025.