中信建投证券股份有限公司 关于中国船舶重工集团动力股份有限公司发行可转换公 司债券及支付现金购买资产并募集配套资金暨关联交易相 关主体买卖股票情况的自查报告的核查意见 中国船舶重工集团动力股份有限公司（以下简称"中国动力"、"上市公司" 或"公司"）拟通过发行可转换公司债券及支付现金的方式向中船工业集团购买 其持有的中船柴油机 16.5136%股权，并向不超过 35 名特定投资者发行可转换 公司债券募集配套资金（以下简称"本次交易"）。 根据《上市公司重大资产重组管理办法》《公开发行证券的公司信息披露内 容与格式准则第 26 号——上市公司重大资产重组》《上市公司监管指引第 5 号——上市公司内幕信息知情人登记管理制度》《监管规则适用指引——上市类 第 1 号》《上市公司监管指引第 7 号——上市公司重大资产重组相关股票异常交 易监管》及监管部门的相关要求，中信建投证券股份有限公司（以下简称"中 信建投证券"或"独立财务顾问"）作为本次交易的独立财务顾问，对本次交易 相关内幕信息知情人买卖股票的情况进行了核查，具体情况如下： 一、本次交易的内幕信息知情人买卖股票情况自查期间 本次交易的内幕信息知情人的自查期间 ...

北京市嘉源律师事务所 关于中国船舶重工集团动力股份有限公司 发行可转换公司债券及支付现金购买资产 并募集配套资金暨关联交易 相关主体买卖股票情况的 专项核查意见 西城区复兴门内大街 158 号远洋大厦 4 楼 中国 · 北京 二〇二五年五月 源霍师事务所 A YUAN LAW OFFICES 发行可转换公司债券及支付现金购买资产 并募集配套资金暨关联交易 相关主体买卖股票情况的 专项核查意见 北京 BEI JING · 上海 SHANGHAI · 深圳 SHENZHEN · 香港 HONG KONG · 广州 GUANGZHOU · 西安 XI'AN 致:中国船舶重工集团动力股份有限公司 北京市嘉源律师事务所 关于中国船舶重工集团动力股份有限公司 嘉源(2025)-02-038 敬启者: 受中国船舶重工集团动力股份有限公司(以下简称"中国动力"、"上市公 司"或"公司")的委托,北京市嘉源律师事务所(以下简称"本所")担任中 国动力发行可转换公司债券及支付现金购买资产并募集配套资金暨关联交易(以 下简称"本次重组"或"本次交易"）的专项法律顾问,就本次重组,本所已于 2025 年 4 月 29 日出具了嘉源( ...

| 证券代码：600482 | 证券简称：中国动力 | | 公告编号：2025-038 | | --- | --- | --- | --- | | 债券代码：110808 | 债券简称：动力定 | 02 | | ● 根据中国证券登记结算有限责任公司出具的查询结果，经公司自查、 相关中介机构核查，相关主体在自查期间买卖上市公司股票的行为不属于内幕 交易行为，不会对本次交易构成实质性法律障碍。 中国船舶重工集团动力股份有限公司（以下简称"中国动力"、"上市公 司"或"公司"）拟通过发行可转换公司债券及支付现金的方式向中国船舶工 业集团有限公司购买其持有的中船柴油机有限公司16.5136%股权，并向不超过 35名特定投资者发行可转换公司债券募集配套资金（以下简称"本次重组"或 "本次交易"）。 根据《上市公司重大资产重组管理办法》《公开发行证券的公司信息披露 内容与格式准则第26号——上市公司重大资产重组》《上市公司监管指引第5号 ——上市公司内幕信息知情人登记管理制度》《监管规则适用指引——上市类 第1号》《上市公司监管指引第7号——上市公司重大资产重组相关股票异常交 易监管》及监管部门的相关要求，上市公司根据本 ...

Industry Overview - The high-tech shipbuilding industry in China is projected to achieve sales revenue of 71.009 billion yuan in 2024, representing a year-on-year growth of 14.53% [1][14] - High-tech ships are characterized by advanced technology, special performance, and high added value, making them technology-intensive, labor-intensive, and capital-intensive [2][4] - The industry includes various types of ships such as transportation, engineering, scientific research, and special-purpose vessels [2] Industry Development History - The development of China's high-tech shipbuilding industry has gone through five stages: foundation (1949-1960), system improvement (1961-1978), technology introduction (1979-1999), rapid development (2000-2010), and high-quality development (2010-present) [4][5][6] - Significant milestones include the construction of China's first nuclear submarine in 1966 and the establishment of a complete shipbuilding industrial system by the late 1970s [4][5] Current Industry Status - In 2024, China's shipbuilding completion volume is expected to reach 48.18 million deadweight tons, with a year-on-year increase of 13.85% [11] - China holds a global market share of 55.7% in shipbuilding completion volume, 74.1% in new orders, and 63.1% in hand-held orders, showcasing its strong competitive position [11] - The delivery of high-tech ships, such as the first large LNG carrier "AL SHELILA," marks a significant breakthrough in the high-end shipbuilding sector [1][12][14] Key Enterprises - Major players in the industry include China Shipbuilding Group, Jiangnan Shipyard, and Shanghai Waigaoqiao Shipbuilding, which dominate in order volume and technological capabilities [16][18] - Private enterprises like Yangzijiang Shipbuilding have also made significant strides, with a focus on clean energy vessels and advanced manufacturing technologies [20] Industry Trends - The industry is accelerating its transition towards green and intelligent technologies, with a focus on low-carbon ship development and the integration of advanced technologies such as 5G and AI [9][22][23] - By 2024, new orders for green ships are expected to account for 78.5% of the international market share, reflecting a strong commitment to sustainability [22] - The integration of high-end manufacturing and global supply chain collaboration is reshaping the competitive landscape, with China capturing 74.1% of global high-tech ship orders [24]

Group 1 - The core viewpoint of the news is that China Power (600482) is experiencing significant growth in its business performance for 2024, driven by the robust demand in the marine industry, particularly in the low-speed diesel engine sector [1][2] - In 2024, the company achieved a total operating revenue of 51.697 billion yuan, representing a year-on-year increase of 14.62%, and a net profit attributable to shareholders of 1.391 billion yuan, which is a substantial year-on-year growth of 78.43% [1] - The company has successfully established a global service network for diesel engine after-sales services, which is expected to provide a stable revenue source, with service revenue projected to reach 1.5 billion yuan in 2024, a 25% increase year-on-year [2] Group 2 - China Power has completed the acquisition of equity in China Shipbuilding Diesel Engine, enhancing the synergy within its diesel engine business and optimizing its asset structure [3] - The company is actively developing new energy power systems, including methanol dual-fuel and ammonia fuel engines, to meet international emission reduction requirements and seize opportunities in the green ship market [3] - With the ongoing recovery in the global shipbuilding industry and the acceleration of the green ship transformation trend, China Power is positioned to strengthen its market leadership and achieve long-term stable growth in performance [3]

证券代码：600482 证券简称：中国动力 公告编号：2025-037 债券代码：110808 债券简称：动力定02 中国船舶重工集团动力股份有限公司 关于参加中船集团控股上市公司2024年度集体业绩说明会暨 2025年第一季度业绩说明会召开情况的公告 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。 中国船舶重工集团动力股份有限公司（以下简称"公司"）于 2025 年 5 月 14 日在上海证券交易所网站（www.sse.com.cn）披露了《关于 参加中船集团控股上市公司 2024 年度集体业绩说明会暨 2025 年第一 季度业绩说明会的公告》（公告编号：2025-036）。本次业绩说明会 已于 2025 年 5 月 20 日按期召开。现将相关召开情况公告如下： 一、本次业绩说明会召开情况 公司董事长兼董事会秘书李勇先生，董事、总经理兼财务负责人 施俊先生、独立董事林赫先生出席了本次业绩说明会，针对公司 2024 年及 2025 年第一季度的生产经营和改革发展情况与投资者进行了交流 和沟通，并就投资者普遍关注的问题在信息披露 ...

Investment Rating - The report recommends investment in the shipbuilding sector, specifically highlighting companies such as China Shipbuilding, China Heavy Industry, China Ship Defense, China Power, and others as key players in the industry [2][4]. Core Insights - The shipbuilding sector is experiencing robust growth with a revenue of 210.3 billion yuan in 2024, marking a 12% year-on-year increase, and a net profit of 7.2 billion yuan, which is a 103% increase compared to the previous year [3][13]. - The order backlog remains strong, with a significant increase in high-value orders, indicating a positive outlook for revenue and profit margin recovery in the coming years [27][40]. - The global shipbuilding market is characterized by a supply-demand gap, with a hand-held order coverage of 3.8 years, which is at a historical high, while the proportion of hand-held orders in total capacity is at a historical low of 12% [52][56]. Summary by Sections Revenue and Profit Growth - In 2024, the shipbuilding sector achieved a revenue of 210.3 billion yuan, a 12% increase year-on-year, and a net profit of 7.2 billion yuan, reflecting a 103% growth [3][13]. - The first quarter of 2025 continued this trend with a revenue of 45.1 billion yuan, also up 12% year-on-year, indicating sustained growth [7][13]. Order Backlog and Market Dynamics - As of Q1 2025, the global shipbuilding order backlog reached 381 million deadweight tons, a 2% increase from the end of 2024, with expectations for a delivery volume of 97.28 million deadweight tons in 2025, representing a 9% increase [52][47]. - The report notes that the ship price index remains high, with a slight decrease of 1% in Q1 2025, indicating a stable pricing environment despite fluctuations [40][36]. Competitive Landscape - The report highlights that despite challenges from U.S. sanctions, China's position as a global leader in shipbuilding remains unshaken, with a market share of approximately 54% in new orders as of Q1 2025 [71][80]. - The average age of the global fleet is increasing, leading to a projected demand for new vessels, with an estimated annual delivery requirement of about 110 million deadweight tons from 2025 to 2030, driven largely by the need to replace aging ships [59][60]. Future Outlook - The shipbuilding sector is expected to continue benefiting from high demand for bulk carriers, with a focus on high-value orders and improved profit margins as the industry recovers from previous downturns [27][4]. - The report anticipates that the transition to alternative energy vessels will accelerate, driven by stricter environmental regulations and the need for fleet modernization [60][61].

Investment Rating - The investment rating for the company is "Buy" (maintained) [5] Core Views - The company reported a significant increase in net profit for 2024, with a year-on-year growth of approximately 78%, and a staggering 349% growth in Q1 2025 [1] - The growth in revenue and profit is attributed to the rising global shipbuilding market and strong performance in the diesel engine segment, with new orders remaining high [1][4] - The company is well-positioned to benefit from the upturn in the shipbuilding cycle and the increasing demand for marine engines [4][10] Summary by Sections Financial Performance - In 2024, the company achieved an operating revenue of 51.697 billion yuan, a year-on-year increase of 14.62%, and a net profit of 1.391 billion yuan, up 78.43% [1] - For Q1 2025, the company reported an operating revenue of 12.311 billion yuan, a 7.98% increase year-on-year, and a net profit of 396 million yuan, reflecting a 348.96% growth [3] - The gross profit margin for 2024 increased by 1.53 percentage points, while Q1 2025 saw a 5.53 percentage point increase in gross profit margin [3] Business Segments - The shipbuilding industry segment generated revenue of 23.147 billion yuan in 2024, with a completion rate of 127.1% for annual plans [2] - The application industry achieved revenue of 22.060 billion yuan, with new contracts totaling 21.755 billion yuan [2] - The emerging industry segment, particularly in energy-saving and emission-reduction equipment, saw a 60.92% increase in new orders for wind power operations [2] Market Outlook - The shipbuilding cycle is on an upward trend, with demand for marine engines expected to rise due to supply constraints and increasing ship prices [4][9] - The company is enhancing its after-sales service capabilities for diesel engines, with a projected revenue of nearly 1.5 billion yuan from after-sales services in 2024, marking a 25% increase [9][10] - The development of AIDC is anticipated to drive demand for gas turbines, with the company being one of the few domestic manufacturers in this sector [10] Earnings Forecast and Valuation - Revenue projections for 2025-2027 are approximately 60 billion, 68 billion, and 75.7 billion yuan, with year-on-year growth rates of 16%, 13%, and 11% respectively [11] - The forecasted net profit for the same period is expected to be 2.135 billion, 3.007 billion, and 3.772 billion yuan, with growth rates of 54%, 41%, and 25% respectively [11] - The company is valued at a PE ratio of approximately 23, 16, and 13 for the years 2025, 2026, and 2027 [11]

Investment Rating - The investment rating for the company is "Buy" (maintained) [5] Core Views - The company reported a significant increase in net profit for 2024, with a year-on-year growth of approximately 78%, and a staggering 349% growth in Q1 2025 [1] - The growth in revenue and profit is attributed to the continued improvement in the global shipbuilding market and high production and sales in the diesel engine segment [1][3] - The company is expected to benefit from the rising demand in the shipbuilding cycle and the expansion of its after-market services for diesel engines [4][10] Summary by Sections Financial Performance - In 2024, the company achieved an operating revenue of 51.697 billion yuan, a year-on-year increase of 14.62%, and a net profit attributable to shareholders of 1.391 billion yuan, up 78.43% [1] - For Q1 2025, the company reported an operating revenue of 12.311 billion yuan, a 7.98% increase year-on-year, and a net profit of 396 million yuan, reflecting a 348.96% growth [3] - The gross profit margin for 2024 increased by 1.53 percentage points, while Q1 2025 saw a 5.53 percentage point increase in gross profit margin [3] Business Segments - The shipbuilding industry segment generated revenue of 23.147 billion yuan in 2024, with a completion rate of 127.1% for annual plans [2] - The application industry achieved revenue of 22.060 billion yuan, with new contracts signed amounting to 21.755 billion yuan [2] - The emerging industry segment, particularly in energy-saving and emission-reduction equipment, saw a 60.92% increase in new orders for wind power operation and maintenance [2] Market Outlook - The shipbuilding cycle is on an upward trend, with demand for ship engines expected to rise due to supply constraints and increasing ship prices [4] - The company is positioned as a leading manufacturer of marine engines, likely to benefit from the favorable supply-demand dynamics in the industry [4] - The after-market service for diesel engines is projected to grow significantly, with a revenue increase of nearly 25% expected in 2024 [4][10] Forecast and Valuation - Revenue projections for 2025-2027 are approximately 60.037 billion yuan, 68.109 billion yuan, and 75.742 billion yuan, respectively, with year-on-year growth rates of 16%, 13%, and 11% [11] - The net profit attributable to shareholders is forecasted to be 2.135 billion yuan, 3.007 billion yuan, and 3.772 billion yuan for the same period, with growth rates of 54%, 41%, and 25% [11]

Core Viewpoint - The diaphragm is a critical component in power batteries, essential for preventing short circuits and overheating, and the industry is poised for significant growth driven by the global push for carbon neutrality and supportive government policies [1][18]. Industry Overview - The power battery diaphragm is a porous film that separates the positive and negative electrodes in batteries, preventing short circuits and facilitating lithium-ion migration. It is categorized into dry-process and wet-process diaphragms based on production methods [3][4]. - The global lithium battery diaphragm market is expected to see a substantial increase, with China's diaphragm shipment volume projected to grow by 28.60% year-on-year in 2024, reaching 22.75 billion square meters [1][21]. Industry Policies - The Chinese government has implemented various supportive policies to foster the development of the new energy vehicle industry, which in turn boosts the diaphragm sector. Key policies include enhancing battery safety standards and promoting the integration of new energy vehicles with the power grid [5][6]. - Local governments, such as those in Guizhou and Chongqing, have also introduced initiatives to support the diaphragm production and technology advancements [5][7]. Industry Development History - The Chinese diaphragm industry began in the early 2000s, with significant advancements in technology and production capacity occurring after 2010. By 2014, Chinese manufacturers started supplying major automotive companies, marking a shift towards global competitiveness [8][17]. Industry Chain - The diaphragm industry chain includes upstream raw materials like polyethylene and polypropylene, with domestic production increasingly meeting the needs of diaphragm manufacturers. The midstream involves diaphragm production, while the downstream consists of battery manufacturers [10][12]. Market Dynamics - The competition in the diaphragm industry is intensifying, with major players expanding capacity and facing price competition. Key companies include Enjie, Cangzhou Mingzhu, and Xingyuan Materials, with wet-process diaphragms gaining a larger market share [23][25]. Future Trends - The industry is moving towards high-performance materials and technological upgrades, focusing on thinner and higher porosity diaphragms. There is also a trend towards vertical integration and regional industrial clusters to enhance supply chain security [29][30]. - Companies are increasingly looking to expand globally and participate in standard-setting to enhance their competitive edge in international markets [31][32].