UCloud Proposes Private Placement of No More Than 1.5 Billion Yuan; Lost Money for 6 Consecutive Years Since Listing 6 Years Ago; Raised 2.6 Billion Yuan on A-Shares in Total

China Economic Net Beijing, March 23 — Youke De (688158.SH) disclosed a pre-plan on March 20 for the issuance of A-shares to specific targets in 2026. The recipients of this issuance will be no more than 35 specific entities meeting the conditions set by the China Securities Regulatory Commission, including securities investment fund management companies, securities firms, trust companies, financial companies, asset management companies, insurance institutional investors, qualified foreign institutional investors, other domestic legal person investors, individuals, or other qualified investors. If a securities investment fund management company, securities firm, qualified foreign institutional investor, or Renminbi qualified foreign institutional investor subscribes through two or more products managed by them, it will be considered as one issuer; trust companies can only subscribe with their own funds. All subscribers will pay in Renminbi cash at the same price for the company’s shares issued this time.

This issuance to specific targets will be conducted via inquiry-based pricing. The pricing date will be the first day of the issuance period. The issuance price will not be lower than 80% of the average trading price of the company’s shares over the 20 trading days prior to the pricing date.

The shares to be issued are domestic-listed Renminbi ordinary shares (A-shares), with a par value of RMB 1.00 per share. The shares will be listed and traded on the STAR Market of the Shanghai Stock Exchange. The number of shares to be issued will be calculated by dividing the total amount of funds raised by the issuance price, with a maximum of 45,000,000 shares (including this number), representing no more than 30% of the company’s total pre-issuance share capital.

The total funds raised from this issuance will not exceed RMB 1.5 billion (including this amount). After deducting issuance costs, the net proceeds will be invested in the Youke De Ulanqab Smart Computing Center and the Smart Computing Cluster Construction and Operation Project.

As of the announcement date of this plan, the specific targets for the issuance have not yet been determined, so it is not possible to confirm whether related-party subscriptions will constitute related-party transactions.

Jixin Hua, Mo Xianfeng, and Hua Kun have signed an “Agreement on Consistent Action,” making them the company’s common controlling shareholders and actual controllers. Before this issuance, Jixin Hua directly held 11.14% of the company’s shares, all of which are special voting rights shares, giving him a voting rights proportion of 38.53%. Mo Xianfeng directly held 2.57%, corresponding to 1.78% of voting rights; Hua Kun directly held 2.57%, also corresponding to 1.78%. Together, Jixin Hua, Mo Xianfeng, and Hua Kun directly hold 16.27% of the shares and 42.08% of the voting rights. As of the announcement date, the company’s total share capital was 456,305,081 shares. Based on the maximum number of shares to be issued in this round, the total share capital after issuance will increase to 501,305,081 shares. The combined shareholding proportion of Jixin Hua, Mo Xianfeng, and Hua Kun will change to 14.81%, with a voting rights proportion of 39.39%. They remain the company’s common controlling shareholders and actual controllers. Therefore, this issuance will not result in a change of control.

Youke De was listed on the STAR Market of the Shanghai Stock Exchange on January 20, 2020, with an issue price of RMB 33.23 per share, issuing 58.5 million shares. The sponsor (lead underwriter) was China International Capital Corporation, with Cao Yu and Fan Youbiao as sponsoring representatives.

The initial public offering (IPO) raised a total of RMB 1.944 billion, with net proceeds of RMB 1.84 billion after deducting issuance costs. The funds were allocated to multimedia cloud platform projects, application data security circulation platform projects under network environments, next-generation AI service platform projects, and the Youke De Data Center projects (Phase I and II) in Jining District, Ulanqab City, Inner Mongolia.

The total issuance costs for the IPO were RMB 104 million, including underwriting and sponsorship fees of RMB 88.31 million.

In 2022, Youke De conducted a targeted private placement, approved by the China Securities Regulatory Commission (Approval No. [2021] 819). The company issued 30,289,917 RMB ordinary shares at RMB 23.11 per share, raising RMB 699,999,981.87. After deducting issuance expenses (excluding VAT) of RMB 8,713,704.16, the net funds raised amounted to RMB 691,286,277.71. The receipt of these funds has been verified by Lixin Certified Public Accountants (Special General Partnership), which issued the Capital Verification Report No. ZA10045.

The total fundraising from the IPO and private placement amounts to RMB 2.644 billion.

According to the company’s 2025 performance forecast, in 2025, the company expects to achieve operating revenue of RMB 1,699.9461 million, a year-on-year increase of 13.11%; net profit attributable to the parent company will be a loss of RMB 76.6832 million, a decrease of 68.19% from the previous year; net profit attributable to the parent after deducting non-recurring gains and losses will be a loss of RMB 146.1467 million, a decrease of 41.32% year-on-year.

From 2020 to 2024, the net profits attributable to shareholders of the listed company were RMB -342.7588 million, RMB -633.2612 million, RMB -413.3141 million, RMB -342.7194 million, and RMB -241.042 million, respectively. The net profits attributable to shareholders after deducting non-recurring gains and losses were RMB -369.4544 million, RMB -650.7157 million, RMB -434.5351 million, RMB -336.4739 million, and RMB -249.0594 million, respectively.

(Responsible Editor: Sun Chenwei)