股票代码：600188 股票简称：兖矿能源 编号：临 2025-022 兖矿能源集团股份有限公司 关于签署与山能集团持续性关联交易协议的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、 误导性陈述或者重大遗漏，并对其内容的真实性、准确性和完整性承 担法律责任。 重要内容提示： 1 兖矿能源集团股份有限公司（"兖矿能源""本公司""公司"， 包括其附属公司）拟与山东能源集团有限公司（"山能集团" "控股股东"，包括其附属公司及《香港联合交易所有限公司 证券上市规则》中定义的"联系人"，但不包括兖矿能源及其 附属公司）签署 2025-2027 年度持续性关联交易协议，公司控 股子公司山东能源集团财务有限公司（"山能财司"）拟与山 能集团签署 2025-2027 年度《金融服务协议》；并确认相关交 易在 2025-2027 年度每年的交易上限金额； 持续性关联交易对公司的影响：公司与山能集团开展持续性关 联交易，有利于更好地实现公司与山能集团的资源共享和协同 效应，降低交易成本和风险，进一步提高公司可持续盈利能力 和核心竞争能力；前述持续性关联交易系基于公司及附属公司 正常的日常经营需要，符合公司和全 ...

本报告依据中国资产评估准则编制 山东能源集团有限公司拟将山东能源集团 西北矿业有限公司整体注入兖矿能源集团 股份有限公司项目涉及的山东能源集团西 北矿业有限公司股东全部权益价值 资产评估报告 中企华评报宇(2025)第 6138 号 (共一册,第一册) 北京中1 责任公司 四 H 中国资产评估协会 资产评估业务报告备案回执 | 报告编码: | 3711020110370601202500045 | | | --- | --- | --- | | 合同编号: | PG20251071024000 | | | 报告类型: | 法定评估业务资产评估报告 | | | 报告文号: | 中企华评报字(2025)第6138号 | | | 报告名称: | 山东能源集团有限公司拟将山东能源集团西北矿业有限公司整体 注入充矿能源集团股份有限公司项目涉及的山东能源集团西北矿 | | | 评估结论: | 业有限公司股东全部权益价值资产评估报告 25,262,505,533.20元 | | | 评估报告日: | 2025年03月24日 | | | 评估机构名称: | 北京中企华资产评估有限责任公司 | | | 签名人员: | 王兴磊 ...

股票代码：600188 股票简称：兖矿能源 编号：临 2025-020 兖矿能源集团股份有限公司 第九届董事会第十五次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记 载、误导性陈述或者重大遗漏，并对其内容的真实性、准确性和完 整性承担法律责任。 一、董事会会议召开情况 兖矿能源集团股份有限公司（"兖矿能源""公司"）第九届董事 会第十五次会议，于 2025 年 4 月 8 日在山东省邹城市公司总部以通 讯方式召开，应出席董事 10 名，实际出席董事 10 名。公司董事长召 集和主持会议，会议的召集召开符合有关法律、行政法规、部门规章、 规范性文件和《公司章程》的规定。 本次会议通知和材料已于 2025 年 4 月 5 日以书面或电子邮件形 式送达公司董事。 二、董事会会议审议情况 （一）通过《关于以协议受让及增资方式收购西北矿业 51%股权 的议案》，提交公司 2024 年度股东周年大会讨论审议； （同意 6 票、反对 0 票、弃权 0 票） 1.批准公司与控股股东山东能源集团有限公司（"山能集团"）全 资子公司——淄博矿业集团有限责任公司、龙口矿业集团有限公司、 新汶矿业集团有限责任公司 ...

兖矿能源：拟140.66亿元收购西北矿业51%股权 智通财经4月8日电，兖矿能源(600188.SH)公告称，公司拟以现金140.66亿元收购控股股东山能集团权属 公司西北矿业51%股权，其中以现金47.48亿元受让西北矿业26%股权，以现金93.18亿元向西北矿业增 资。本次交易构成关联交易，但不构成重大资产重组事项，亦不构成重组上市。本次交易已经公司第九 届董事会第十五次会议审议批准，尚需提交公司股东大会审议。 ...

兖矿能源（600188）公告，公司拟与山东能源集团有限公司签署2025-2027年度持续性关联交易协议， 并确认相关交易在2025-2027年度每年的交易上限金额。公司控股子公司山东能源集团财务有限公司拟 与山能集团签署2025-2027年度《金融服务协议》。持续性关联交易有利于实现公司与山能集团的资源 共享和协同效应，降低交易成本和风险，进一步提高公司可持续盈利能力和核心竞争能力。 ...

Investment Rating - The report maintains an "Accumulate" rating for the coal mining industry [2] Core Views - The coal price is currently at a bottom level, and there is no need for pessimism [1] - The market is becoming more sensitive to marginal positive news as the negative impact of price drops diminishes [1] - Leading coal companies have reported better-than-expected performance, with significant cost reduction and efficiency improvements [1] Industry Analysis - The CITIC Coal Index was at 3,325.2 points, up 0.55%, outperforming the CSI 300 Index by 1.92 percentage points, ranking 6th in the CITIC sector [1][71] - The coal market is expected to benefit from domestic policies aimed at stabilizing growth and expanding domestic demand [1] - The Newcastle coal futures price on April 4 was reported at $97 per ton, down 4% from $101 per ton on April 2 [1] - The domestic coal price has reached the anticipated bottom, with the largest price drops and speed of decline now behind [1] - The supply of low-calorie coal has slightly increased, while medium to high-calorie coal remains stable [1] - As of April 4, the price of North Port thermal coal was reported at 676 yuan per ton, stable week-on-week [1] - The report emphasizes that while the thermal coal market is entering a traditional off-season, the current prices are at the expected bottom range of 650-686 yuan per ton, and there is no need for excessive pessimism [1] Key Companies - China Shenhua (601088.SH): Buy rating, EPS forecast for 2024A is 2.95 yuan, PE ratio is 12.40 [7] - Shaanxi Coal (601225.SH): Buy rating, EPS forecast for 2025E is 2.26 yuan, PE ratio is 8.88 [7] - New Energy (601918.SH): Buy rating, EPS forecast for 2024A is 0.92 yuan, PE ratio is 7.50 [7] - Jinkong Coal (601001.SH): Buy rating, EPS forecast for 2025E is 1.53 yuan, PE ratio is 7.92 [7] - China Coal Energy (601898.SH): Buy rating, EPS forecast for 2024A is 1.46 yuan, PE ratio is 7.00 [7] - Electric Investment Energy (002128.SZ): Buy rating, EPS forecast for 2024A is 2.49 yuan, PE ratio is 8.50 [7] - Pingmei Shenma (601666.SH): Increase rating, EPS forecast for 2025E is 0.50 yuan, PE ratio is 17.30 [7] - Huai Bei Mining (600985.SH): Buy rating, EPS forecast for 2024A is 1.80 yuan, PE ratio is 7.70 [7]

Investment Rating - The investment rating for the company is "Buy" and is maintained [9] Core Views - The company reported a net profit attributable to shareholders of 14.4 billion yuan for 2024, a decrease of 5.7 billion yuan (-28.4% YoY, adjusted). In Q4 2024, the net profit was 3 billion yuan, down 0.8 billion yuan (-21.3% QoQ) and down 1.5 billion yuan (-33.2% YoY, adjusted) [2][6] - The company plans to produce approximately 155 to 160 million tons of commercial coal in 2025, expecting a year-on-year increase of over 13 million tons, which is a significant growth rate among leading coal enterprises [12] - The expected net profit attributable to shareholders for 2025-2027 is projected to be 10.2 billion, 10.9 billion, and 11.3 billion yuan, respectively, with corresponding PE ratios of 13.8x, 12.9x, and 12.5x based on the closing price on April 1 [2][12] Summary by Sections Financial Performance - In 2024, the company achieved total revenue of 139.1 billion yuan, with a gross profit of 49.8 billion yuan, representing a gross margin of 36% [17] - The average selling price of self-produced coal in 2024 was 656 yuan/ton, down 129 yuan/ton (-16% YoY) [12][7] - The company declared a cash dividend of 7.7 billion yuan, with an A-share dividend payout ratio of 53.59%, resulting in a dividend yield of 5.7% as of April 1 [2][6] Production and Sales - In Q4 2024, the company produced and sold 36.68 million tons and 33.54 million tons of self-produced coal, respectively, with year-on-year increases of 5% and 3% [7] - The company’s domestic and international coal sales in Q4 2024 were 21.61 million tons and 11.93 million tons, respectively, both showing year-on-year increases of 3% [7] Cost and Profitability - The cost of self-produced coal in Q4 2024 was 324 yuan/ton, down 26 yuan/ton (-8% YoY), while the gross profit per ton was 313 yuan, down 99 yuan/ton (-24% YoY) [12][7] - The company aims to maintain a cost reduction trend while managing production costs effectively [12]

Investment Rating - The investment rating for the coal industry is "Positive" (maintained) [1] Core Views - The report emphasizes the importance of coal as a defensive asset amid unexpected U.S. tariffs, highlighting the need for a balanced approach in coal investments [1][4] - The coal market is currently in a bottoming phase, with potential for price stabilization and rebound supported by various factors including long-term contract price ceilings and self-rescue actions by coal companies [3][4] - The report suggests that the coal sector is entering a new phase of investment opportunities, driven by macroeconomic policies and capital market support [4][12] Summary by Sections Investment Logic - The coal sector is viewed as a stable dividend investment due to weak domestic economic performance and external pressures from U.S. tariff policies, with insurance funds starting new allocations in coal [4][12] - The cyclical elasticity of coal stocks is expected to improve as supply-demand fundamentals continue to enhance, particularly after the March Two Sessions and the arrival of the spring construction season [4][12] Key Market Indicators - The coal sector saw a slight increase of 0.6%, outperforming the CSI 300 index by 1.97 percentage points [7][9] - The current PE ratio for the coal sector is 10.6, and the PB ratio is 1.22, indicating relatively low valuations compared to other sectors [9][12] Coal Price Trends - Port coal prices have stabilized, with CCTD Q5500 coal priced at 676 CNY/ton, remaining unchanged week-on-week [3][15] - The inventory at ports has decreased, with the total inventory in the Bohai Rim area at 30.271 million tons, down 3.08% from the previous week [3][15] Supply and Demand Dynamics - The operating rate of coal mines in Shanxi, Shaanxi, and Inner Mongolia remains steady at 82.1% [3][15] - Daily coal consumption by coastal power plants has decreased to 1.844 million tons, a drop of 3.96% [3][15] Company Performance and Recommendations - Selected coal stocks are expected to benefit from the current market conditions, with recommendations for companies such as China Shenhua, Shaanxi Coal, and China Coal Energy based on their dividend potential [4][12][13] - The report highlights the importance of capital inflows from industry players, indicating a recognition of the current value bottom in the coal sector [4][12]

Investment Rating - The report maintains a "Recommended" rating for the coal mining industry [1] Core Viewpoints - The coal price at ports has stabilized, and the investment value of leading coal companies is emphasized [2][4] - The supply constraints in the coal mining industry remain unchanged, while demand may fluctuate, leading to price dynamics and rebalancing [7][74] - The report highlights the strong cash flow and high asset quality of leading coal companies, characterized by high profitability, high cash flow, high barriers to entry, high dividends, and high safety margins [7][74] Summary by Sections 1. Thermal Coal - Port inventory continues to decrease, and port prices have stabilized [10][13] - The production side shows stable supply, with a slight decrease in capacity utilization in the main production areas [13][21] - Demand has improved, with increased daily consumption in coastal and inland power plants [13][24] - The average daily coal input at ports has decreased, leading to a reduction in northern port inventories [29][33] 2. Coking Coal - Production continues to contract, with a decrease in capacity utilization due to previous production issues [39][73] - Demand has improved, with rising daily iron output and reduced inventory at coking enterprises [39][73] - The overall supply-demand situation for coking coal has improved, with a decrease in production enterprise inventory [39][73] 3. Coke - The market anticipates price increases for coke after the Qingming Festival, with rising production rates in coking plants [52][73] - The average profit per ton of coke has decreased, indicating a challenging profitability environment [54][73] 4. Anthracite - The price of anthracite remains stable, with high operating rates in major production areas [68][74] 5. Key Companies and Profit Forecasts - The report identifies key companies to focus on, including China Shenhua, Shaanxi Coal and Chemical Industry, and Yanzhou Coal Mining Company, among others, with strong investment recommendations [8][75] - The report provides earnings per share (EPS) and price-to-earnings (PE) ratios for various companies, indicating their investment potential [8][75]

Group 1: Financial Performance - In 2024, the company achieved operating revenue of 139.1 billion yuan, a year-on-year decrease of 7.29% [1] - The net profit attributable to shareholders was 14.4 billion yuan, down 28.39% year-on-year [1] - In Q4 2024, revenue reached 32.5 billion yuan, an increase of 128.20% year-on-year, while net profit was 3 billion yuan, a decrease of 33.25% [1] Group 2: Coal Production and Sales - The company reported coal production and sales of 142.49 million tons and 136.31 million tons, respectively, representing increases of 7.9% and 7.3% year-on-year [1] - The average selling price of coal was 672 yuan per ton, down 16.3% year-on-year, while the cost was 396 yuan per ton, down 5.9% [1] - The gross profit per ton of coal was 277 yuan, a decrease of 27.7% year-on-year, with total gross profit of 37.7 billion yuan, down 52.1% [1] Group 3: Coal Chemical and Power Generation - In the coal chemical sector, production was 87.02 million tons, up 1.3% year-on-year, while sales were 78.01 million tons, down 0.8% [2] - Revenue from coal chemical products was 25.2 billion yuan, a decrease of 4.5%, with a gross profit of 5.4 billion yuan, up 3.4% [2] - The power generation segment produced 8.1 billion kWh, down 3.4% year-on-year, with a gross profit of 330 million yuan, an increase of 39.5% [2] Group 4: Future Projects and Capacity Expansion - By the end of 2024, the company plans to launch 1.8 million tons of high-quality coking coal capacity at the Wanfeng Coal Mine [3] - The Xinjiang Wucaiwan open-pit mine project is progressing rapidly, with phase two approved for an increased capacity of 23 million tons per year [3] - Future profit projections for 2025-2027 are 10.5 billion yuan, 11.8 billion yuan, and 12.9 billion yuan, with corresponding EPS of 1.04, 1.17, and 1.28 yuan [3]