证券代码：600215 证券简称：派斯林 公告编号：临 2025-037 派斯林数字科技股份有限公司 关于股权激励部分限制性股票回购注销实施公告 本公司董事会及全体董事保证公告内容不存在虚假记载、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： 回购注销原因：根据派斯林数字科技股份有限公司（以下简称"公司"） 《2023 年限制性股票激励计划》（以下简称"《激励计划》"或"本次激励计划"） 等相关规定，因公司未达到本次激励计划规定的第二个解除限售期公司层面业绩 考核目标，公司需将激励对象持有的第二个解除限售期已授予但尚未解锁的限制 性股票进行回购注销；同时，经公司审慎研究决定终止实施本次激励计划，并回 购注销本次激励计划已授予但尚未解除限售的全部 6,112,500 股限制性股票。 本次注销股份的有关情况 | 回购股份数量（股） | 注销股份数量（股） | | | 注销日期 | | | | --- | --- | --- | --- | --- | --- | --- | | 6,112,500 | 6,112,500 | 2025 | 年 | 11 月 | 19 | ...

国浩律师（杭州）事务所 法律意见书 国浩律师（杭州）事务所 关 于 派斯林数字科技股份有限公司 1 国浩律师（杭州）事务所 法律意见书 派斯林已向本所保证，其向本所提供的文件和所作的陈述和说明是完整、真 实和有效的，一切足以影响本法律意见书的事实和文件均已向本所披露，而无任 何隐瞒、疏漏之处。 2023 年限制性股票激励计划部分限制性股票回购注 销实施之法律意见书 致：派斯林数字科技股份有限公司 国浩律师（杭州）事务所作为派斯林数字科技股份有限公司（以下简称"派 斯林"）聘请的为其实施 2023 年限制性股票激励计划事项提供法律服务的律师， 根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司股权激励管 理办法》等有关法律、法规及规范性文件的规定，按照律师行业公认的业务标准、 道德规范和勤勉尽责精神，遵照中国证券监督管理委员会的要求，就派斯林部分 限制性股票回购注销实施情况出具本法律意见书。 第一部分 引 言 本所是依法注册具有执业资格的律师事务所，有资格就中国法律、法规、规 范性文件的理解和适用出具法律意见。 本所及经办律师依据《中华人民共和国证券法》《律师事务所从事证券法律 业务管理办法》和《律 ...

Core Insights - The company, Paislin, was established in June 1993 and went public in September 1999, focusing on industrial automation system integration and providing comprehensive solutions and services [1] Financial Performance - For Q3 2025, Paislin reported a revenue of 686 million yuan, ranking 10th in the industry, with the top competitor, Estun, generating 3.804 billion yuan [2] - The net profit for the same period was -84.6011 million yuan, placing the company 18th in the industry, while the industry leader, Bosch, reported a net profit of 443 million yuan [2] Financial Ratios - As of Q3 2025, Paislin's debt-to-asset ratio was 36.33%, down from 44.09% year-on-year, which is below the industry average of 38.93%, indicating improved solvency [3] - The gross profit margin for Q3 2025 was -1.40%, significantly lower than the industry average of 25.17%, reflecting weak profitability [3] Executive Compensation - The chairman, Wu Jinhua, received a salary of 2.3243 million yuan in 2024, a decrease of 639,400 yuan from 2023 [4] - The general manager, Ni Weiyong, earned 849,600 yuan in 2024, slightly down from 854,500 yuan in 2023 [4] Shareholder Information - As of September 30, 2025, the number of A-share shareholders increased by 4.25% to 30,200, while the average number of shares held per shareholder decreased by 4.07% to 15,100 [5] - Among the top ten circulating shareholders, the Huaxia CSI Robotics ETF ranked fourth with 8.9149 million shares, an increase of 1.6639 million shares from the previous period [5]

Core Viewpoint - The company is experiencing short-term challenges due to external market conditions, but the long-term growth trend remains positive, supported by strong order performance and technological innovation [1]. Group 1: Financial Performance - In the first three quarters of the year, the company achieved revenue of 686 million yuan, reflecting a certain degree of decline year-on-year [1]. - The North American market saw new orders increase by over 70% year-on-year, demonstrating strong market recognition of the company's core competitiveness [1]. Group 2: Market Strategy - The company is focusing on expanding its intelligent manufacturing sector by providing comprehensive automation solutions for various industries, including automotive, warehousing, and construction [2]. - Efforts are being made to deepen cooperation with core clients and explore new market demands, while also diversifying into emerging fields to reduce reliance on the traditional automotive market [2]. Group 3: Technological Innovation - The company is concentrating on robotics automation and smart manufacturing, continuously exploring market needs and technological advancements in emerging fields [3]. - A collaboration with Shanghai Jiao Tong University led to the development of China's first bionic six-legged robot for aircraft wing assembly, showcasing the company's commitment to innovation [3]. - The company aims to enhance its competitive edge by expanding its business scope in the automotive manufacturing system engineering sector and improving automation efficiency [3].

Financial Performance - The company's operating revenue for Q3 2025 was ¥181,449,671.57, representing a decrease of 54.05% compared to the same period last year[4] - The total profit for the period was -¥63,253,843.71, a decline of 490.44% year-over-year[4] - The net profit attributable to shareholders was -¥49,526,289.69, down 394.71% from the previous year[4] - The basic earnings per share for the period was -¥0.1084, reflecting a decrease of 400.28% compared to the same period last year[5] - Total operating revenue for the first three quarters of 2025 was ¥685,675,969.39, a decrease of 52.3% compared to ¥1,437,782,801.97 in the same period of 2024[21] - The net profit for the first three quarters of 2025 was a loss of ¥84,601,056.46, compared to a profit of ¥85,825,404.15 in the same period of 2024[22] - The company reported a comprehensive loss of ¥70,061,853.77 for the first three quarters of 2025, compared to a comprehensive income of ¥60,394,065.87 in 2024[23] - Basic and diluted earnings per share for the first three quarters of 2025 were both -¥0.1852, compared to ¥0.1846 in the same period of 2024[23] Assets and Liabilities - The total assets at the end of the reporting period were ¥3,192,543,971.68, a decrease of 10.98% from the end of the previous year[5] - The company's total assets decreased from ¥3,586,449,004.70 to ¥3,192,543,971.68, a decline of approximately 11%[18] - Total liabilities decreased from ¥1,585,033,970.24 to ¥1,159,961,195.04, representing a reduction of about 26.8%[18] - The company's goodwill decreased slightly from ¥694,024,197.54 to ¥686,020,385.01, reflecting a reduction of approximately 1.2%[18] Cash Flow - The net cash flow from operating activities for the year-to-date was ¥40,977,655.36, an increase of 111.47% compared to the same period last year[4] - The company's cash flow from operating activities showed a significant decline, impacting liquidity and operational flexibility[24] - Cash inflow from operating activities for the first three quarters of 2025 was approximately $924.3 million, compared to $1.76 billion in the same period of 2024, indicating a decrease of about 47.6%[25] - Net cash flow from operating activities for the first three quarters of 2025 was $41.0 million, down from $19.4 million in 2024, reflecting a decline of approximately 78.8%[26] - Cash inflow from financing activities for the first three quarters of 2025 was approximately $878.3 million, compared to $1.34 billion in 2024, representing a decrease of about 34.4%[28] - Net cash flow from financing activities for the first three quarters of 2025 was negative $286.1 million, contrasting with a positive $59.3 million in 2024, highlighting a significant shift[28] - The ending cash and cash equivalents balance for the first three quarters of 2025 was $21.9 million, down from $19.6 million in 2024, indicating a decrease in liquidity[28] Operational Insights - The company attributed the decline in revenue to uncertainties in the North American automotive market and slower recovery of ongoing projects[9] - In the first three quarters of 2025, new orders in the North American market increased by 71.59% year-on-year, despite challenges in the automotive sector[14] - The company is focusing on core automotive industry customer needs while actively exploring automation demands in non-automotive sectors[14] - The company aims to enhance its core competitiveness through continuous technological innovation and new product development in robotics and intelligent manufacturing[14] - The company launched its first bionic six-legged intelligent robot in collaboration with Shanghai Jiao Tong University, aimed at the aviation manufacturing sector[15] - The company plans to accelerate the commercialization of its new intelligent robot in aircraft manufacturing assembly and debugging scenarios[15] Inventory and Receivables - As of September 30, 2025, total current assets amounted to RMB 1,229,630,379.41, a decrease from RMB 1,616,541,746.20 at the end of 2024[16] - Accounts receivable decreased from RMB 324,306,116.10 to RMB 247,654,801.74 during the reporting period[16] - Inventory increased from RMB 27,241,081.60 to RMB 43,932,307.74, indicating a rise in stock levels[16] Research and Development - Research and development expenses for the first three quarters of 2025 were ¥8,262,175.83, down from ¥20,831,118.06 in 2024, indicating a reduction of 60.3%[22]

Group 1 - The A-share market's robotics concept stocks are performing strongly, with several stocks hitting the 10% daily limit up, including Paislin, Guodian Nanzi, and Bohai Automobile [1] - Notable stock performances include Zhongwei Electronics up 9%, Fulongma up over 7%, and several others like Landai Technology and Shunyu Precision Engineering rising over 6% [1] - The year-to-date performance of these stocks shows significant gains, with Fulongma leading at 138.53%, followed by Taotao Automotive at 252.29% [2] Group 2 - Tesla has recently initiated factory audits in China, engaging with multiple companies in Ningbo, focusing on the Optimus GEN3 model, overseas production capacity, and production ramp-up [2] - The GEN3 model is expected to be finalized in the coming weeks, with plans for an external announcement [2] - Tesla is optimistic about the production ramp-up for robots in the coming years, with suppliers being asked to increase production capacity significantly [2]

Core Insights - The article highlights the launch of the first six-legged bionic intelligent robot developed by Paislin in collaboration with Shanghai Jiao Tong University, marking a significant advancement in the field of robotics [1] Company Developments - Paislin has focused on emerging industries such as low-altitude economy, general aviation transportation, and embodied intelligence, leading to the development of new products and technologies [1] - The newly launched robot integrates a high-precision six-dimensional operation platform with a six-legged robot, overcoming limitations of traditional mobile robots in terms of precision and frequency [1] - The robot has entered the application phase, with plans for flexible assembly testing on aircraft manufacturing production lines [1]

Core Viewpoint - The launch of the first six-legged bionic intelligent robot by Paislin in collaboration with Shanghai Jiao Tong University marks a significant breakthrough in the field of embodied intelligence, focusing on emerging industries such as low-altitude economy and general aviation transportation [1] Group 1: Product Development - The robot represents a culmination of ongoing efforts by Paislin to develop new products and technologies in the realm of embodied intelligence [1] - It is the first domestic product to combine a high-precision six-dimensional operation platform with a six-legged robot, overcoming traditional limitations in mobile robot precision and frequency response [1] Group 2: Technical Advantages - The robot boasts four core technical advantages: high stability, high load capacity, high operational precision, and high synergy [1] - These advantages position the product as a new benchmark for the application of embodied intelligent robots in the aerospace manufacturing sector [1]

Core Viewpoint - Paslin is transforming from traditional automotive manufacturing automation to new fields such as intelligent warehousing, construction assembly, and engineering machinery, leveraging AI for industrial upgrades [7][10]. Group 1: Company Overview - Paslin has established the first electric vehicle welding production line tailored for leading international electric vehicle companies in North America, featuring hundreds of welding robots operating seamlessly [7]. - The company has a global production and R&D network with bases in Shanghai, Changchun, Detroit, and Saltillo, employing a workforce with over 20 years of industry experience [10]. Group 2: Competitive Advantage - Paslin's core competitiveness lies in its advanced technology processes, deep technical accumulation, and mature project management capabilities, particularly in welding industrial robot system integration [8]. - The company has built a refined project management system that allows it to undertake large and complex automation production line integration projects while effectively controlling costs and resource waste [9]. Group 3: Market Performance - In the first half of this year, Paslin's overseas business new orders increased by 43.06% year-on-year, indicating a recovery in the North American market [9]. - The company has established long-term partnerships with major automotive manufacturers, including Tesla, Ford, General Motors, and Toyota, as well as domestic companies like BYD and Geely [9]. Group 4: Future Directions - Paslin is actively exploring non-automotive automation sectors to mitigate the cyclical fluctuations of the automotive industry, aiming to create a dual-driven business model of "automotive + non-automotive" [9]. - The company is focusing on three main technological directions: developing deep learning platforms for industrial manufacturing, integrating machine learning and IoT with industrial scenarios, and enhancing overall process intelligence [11]. Group 5: Corporate Philosophy - The chairman emphasizes the importance of balancing traditional experience with modern management, advocating for sustainable development and continuous innovation [12]. - Paslin aims to integrate advanced technologies with local adaptations to become a leader in the industry and build a global industrial ecosystem [13].

Group 1 - The company held its first extraordinary general meeting of shareholders on September 10, 2025, in Changchun, with no resolutions being rejected [2] - The meeting was convened by the board of directors and was presided over by the general manager, as the chairman was unable to attend due to official duties [2][3] - All resolutions passed during the meeting were deemed legal and valid according to relevant laws and regulations [6] Group 2 - The meeting approved several key resolutions, including the termination of the 2023 restricted stock incentive plan and the repurchase and cancellation of 6,112,500 unvested restricted stocks [4][10] - The company will reduce its total share capital from 462,995,380 shares to 456,882,880 shares as a result of the stock repurchase [10] - The company also approved the cancellation of the supervisory board and amendments to its articles of association [4][10] Group 3 - The company notified creditors about the reduction in registered capital due to the stock repurchase, allowing them to claim debts within specified timeframes [9][10] - Creditors have 30 days from receiving the notice or 45 days from the announcement date to assert their claims [10][11] - The announcement included details on how creditors can submit their claims, including required documentation and contact information [11][12]