随着现代社会的快速发展，融资战略之于企业存续的重要性已毋庸置疑。股权分置改革的近10年间，证监出台了一系列相应法案,以规范上市公司的股权再融资行为,并取得了阶段性的成果。与此同时，定向增发逐渐以其独有的优势独占鳌头,备受上市公司的青睐。本文主要通过投资者身份视角、信号理论视角及利益输送视角建立模型，以我国2013年至2014年定向增发折价的实证研究为出发点，并结合我国实际情况，有选择地借鉴域外理论成果，以期能为机构投资者及个人投资者的投资决策贡献绵薄之力。

Nowadays, social economy is developing much faster than it used to be，which makes refinancing increasingly important for the survival and growth of various firms. During recent ten years after the Split-Share Structure Reform, a series of relevant laws has been set up by CSRC to regulate the refinancing market and has achieved some staged results. Meanwhile, private placement has become the optimal choice for many listing companies. Based on empirical research and statistical data of A shares of listing corporations in China, this paper try to establish three econometric models through the perspectives of status of purchasers, signal theory and tunneling theory. The combination of our country's conditions and the theoretical achievements from foreign studies also will be useful for our research to offer a few suggestions for both institutional and individual investors in investment decisions-making.