东兴证券股份有限公司 关于天津友发钢管集团股份有限公司 实际控制人一致行动协议到期终止及部分实际控制人 重新签署一致行动协议暨公司实际控制人变更的核查意见 东兴证券股份有限公司(以下简称"东兴证券"或"保荐机构")作为天津 友发钢管集团股份有限公司(以下简称"友发集团"或"公司")2022年度公开 发行可转换公司债券的保荐机构,根据《证券发行上市保荐业务管理办法》《上 海证券交易所股票上市规则》《上海证券交易所上市公司自律监管指引第1号— 一规范运作》等有关法律、法规和规范性文件的要求,对友发集团实际控制人一 致行动协议到期终止及部分实际控制人重新签署一致行动协议暨公司实际控制 人变更的事项进行了审慎核查,具体核查情况如下: 一、本次控制权拟发生变更的具体情况 | 一致行动协议解除前 | 持股数量 | 持股比例 | | --- | --- | --- | | 一致行动主体 | (万股) | (%) | | 7 位实际控制人 | 67.827.31 | 46.12 | | 徐广利先生之继承人(共4名股东) | 6,695.5 | 4.55 | | 存在法定亲属关系的其他一致行动人(共11名股东) | 5,181 ...

友发集团公告，公司原一致行动协议到期终止，部分实际控制人重新签署一致行动协议。变更后，公司 控股股东及实际控制人为李茂津、陈克春、陈广岭、刘振东。原实际控制人徐广友、尹九祥、朱美华不 再作为公司实际控制人。本次控制权变更不会对公司日常经营活动、主营业务和财务状况产生重大影 响。 ...

Core Viewpoint - Youfa Group has decided to terminate the issuance of A-shares to specific targets due to the expiration of the authorization period and considerations of market conditions and company strategy [1][2]. Group 1: Termination of A-share Issuance - The company held a temporary shareholders' meeting on November 30, 2024, where it approved the proposal for the issuance of A-shares to specific targets and authorized the board to handle the matter [1]. - The authorization for the issuance was valid for twelve months, and the board decided not to apply for an extension, thus terminating the issuance [1]. - The decision to terminate was made after careful analysis of the current market environment and the company's development strategy [1]. Group 2: Previous Issuance Plans - The planned issuance aimed to raise up to 1 billion yuan (100,000 million yuan) for working capital and repayment of bank loans, with a proposed price of 4.64 yuan per share [2]. - The issuance was to involve up to 215,517,241 shares, with the targets being major shareholders and actual controllers of the company [2]. - As of September 30, 2024, the total number of shares was 1,430,149,141, with major shareholders holding 52.11% of the total shares [2]. Group 3: Pledge and Guarantee Information - The company announced plans to pledge its own assets, with a book value of 817.05 million yuan, representing 37.24% of the latest audited net assets [3]. - The total balance of guarantees provided by the company and its subsidiaries was 4.597 billion yuan, accounting for 58.56% of the latest audited net assets [3]. - All guarantees were internal, with no guarantees provided for major shareholders or external entities [3]. Group 4: Historical Financial Data - Youfa Group's initial public offering raised a total of 1.826 billion yuan, with a net amount of 1.7 billion yuan after deducting issuance costs [4]. - The company also issued convertible bonds in 2022, raising a total of 2.038 billion yuan after costs [4][5]. - The combined funds raised from the IPO and convertible bonds amounted to 3.826 billion yuan [5].

Group 1 - The company has decided to terminate the issuance of A-shares to specific investors due to the expiration of the authorization period and considerations of the current market environment and company strategy [1][2] - The termination of the A-share issuance will not have a significant adverse impact on the company's normal operations and will not harm the interests of shareholders, especially minority shareholders [3] Group 2 - The company has approved a guarantee plan for 2025, allowing for a total guarantee amount of up to 1,477,700 million RMB, with new guarantees not exceeding 363,459.40 million RMB [7][8] - As of November 30, 2025, the company provided guarantees amounting to 113,000 million RMB for its subsidiaries, with a total guarantee balance of 459,717.93 million RMB, accounting for 58.56% of the company's latest audited net assets [25] - The company has no overdue guarantees and all guarantees are between the company and its subsidiaries, ensuring no harm to the interests of shareholders [25][24] Group 3 - The company has pledged its own assets for guarantees, with a book value of 81,705 million RMB pledged from November 1 to November 30, 2025, and a cumulative pledged asset value of 292,296.75 million RMB, representing 37.24% of the company's latest audited net assets [29][34] - The use of self-owned assets as collateral is aimed at meeting normal operational needs and will not adversely affect the company's operations or the interests of shareholders [34]

证券日报网讯 12月1日晚间，友发集团发布公告称，2025年11月1日至11月30日抵/质押的资产账面价值 为人民币81，705万元；截至2025年11月30日，公司累计抵/质押资产账面价值合计292，296.75万元，占 公司最近一期经审计净资产的37.24%。 （文章来源：证券日报） ...

Group 1: Silver Market - Silver prices reached a historic high, surpassing $57 per ounce, with a year-to-date increase of over 90% [1] - The decline in silver production has led to a persistent supply shortage, with global exchange silver inventories at a near ten-year low [1] - The rental market for silver has seen a spike in short-term leasing rates, indicating a significant supply crunch [1] - The current gold-to-silver price ratio is approximately 75:1, which is notably higher than the 20-year average of 60:1, suggesting silver is relatively undervalued [1] - Bank of America has raised its 2026 silver price target to $65 per ounce [1] Group 2: Asset Management Licenses - All four broker asset management subsidiaries that were in line for public fund licenses have withdrawn their applications, resulting in a "clean slate" for approvals [2] - The focus for these companies is now on consolidating their existing asset management business and enhancing core competencies [2] Group 3: NAND Flash Market - NAND Flash wafer supply is tightening, with contract prices for some products increasing by over 60% in November due to strong demand from AI applications and enterprise SSD orders [3] - Manufacturers are prioritizing capacity allocation for high-margin products, leading to a rapid contraction of older process capacities [3] - The expectation is that contract prices will continue to rise in December due to the strong pricing power of manufacturers and ongoing supply constraints [3] Group 4: Express Delivery Industry - China's express delivery volume has surpassed 1.8 billion packages this year, marking a historical high and reflecting strong economic momentum [4] - The integration of technology in logistics, such as the use of robots and AI, has significantly improved operational efficiency across various stages of the delivery process [4] Group 5: Insurance Sector - The president of China Insurance Group has been reported to be taken away for investigation, leading to a significant drop in the stock prices of related companies [5][6] - The insurance sector is experiencing volatility as a result of this incident, with shares of China Insurance Group falling over 5% [5][6] Group 6: Banking Sector - Zhejiang Securities Regulatory Bureau has mandated corrective measures for Zhejiang Chouzhou Commercial Bank due to several compliance issues, including unqualified personnel and inadequate risk assessment procedures [7] Group 7: IPO and Stock Issuance - Lin Qingxuan has stated that its IPO application has expired but is in the process of updating its prospectus and has received a filing notice from the securities regulatory authority [8] - Youfa Group has decided to terminate its plan to issue A-shares due to the expiration of authorization and current market conditions [9] - Top Group is planning to issue H-shares and list on the Hong Kong Stock Exchange [10] Group 8: Cement and Construction Materials - Ningbo Fuda is planning to sell 100% equity of its subsidiary, with an estimated value of 1.5752 million yuan [11] Group 9: Automotive Industry - Hanma Technology reported a 149.94% year-on-year increase in truck sales for November, with total sales for the year up 55.8% [12] - SAIC Group's vehicle sales in November decreased by 3.75%, although electric vehicle sales increased by 19.75% [13] - Changhua Group has received a project development notification from a domestic automaker, with an expected total sales amount of approximately 732 million yuan [14] Group 10: Project Bids - Zhongchao Holdings announced that its subsidiaries have won contracts totaling 1.318 billion yuan from the State Grid and other entities [15]

Group 1: SAIC Motor Corporation - In November, SAIC Motor's total vehicle sales reached 460,800 units, a year-on-year decrease of 3.75% [1] - New energy vehicle sales were 209,400 units, showing a year-on-year increase of 19.75% [1] - Cumulative vehicle sales from January to November reached 4,108,100 units, a year-on-year increase of 16.38% [1] - SAIC's subsidiary plans to establish a private equity fund focused on the smart electric vehicle industry with an initial subscription size of 1.09 billion yuan [1] Group 2: Top Group - Top Group is planning to issue H-shares and list on the Hong Kong Stock Exchange [2] - The company is in discussions with relevant intermediaries regarding the specifics of the H-share listing [2] Group 3: Ningbo Fuda - Ningbo Fuda's subsidiary intends to publicly sell 100% equity of its subsidiary, Hekou Yingzhou Cement Company, with an assessed value of 1.5752 million yuan [4] Group 4: Fuguang Co., Ltd. - Fuguang Co., Ltd. plans to sell a 25% stake in its associate company, Xiaotunpai, for 67.2636 million yuan [5] Group 5: Puluo Pharmaceutical - Puluo Pharmaceutical's subsidiary received a drug registration certificate for Amoxicillin and Clavulanate Potassium Tablets, used for various infections [6][7] Group 6: Fosun Pharma - Fosun Pharma's subsidiary received approval to conduct Phase I clinical trials for a dual-specific antibody injection for treating advanced solid tumors [8] Group 7: Far East Group - Far East Group's subsidiaries won contracts totaling 2.383 billion yuan in November [9] Group 8: Samsung Medical - Samsung Medical's subsidiary is expected to win a procurement project from the State Grid worth approximately 124 million yuan [10] Group 9: Changhua Group - Changhua Group received a development notification from a domestic automaker, with an expected total sales amount of approximately 732 million yuan over five years [12] Group 10: Xinbang Intelligent - Xinbang Intelligent's application for issuing shares to acquire Wuxi Yindichip Microelectronics has been accepted by the Shenzhen Stock Exchange [14] Group 11: Jinjing Development - Jinjing Development's subsidiary won a residential and commercial land bid in Tianjin for 474 million yuan [16] Group 12: Guohong Holdings - Guohong Holdings signed an investment framework agreement to develop a strategic emerging industry park in Tanzhou Town [17] Group 13: Hanma Technology - Hanma Technology reported a 149.94% year-on-year increase in truck sales in November, totaling 2,002 units [22] Group 14: Yufeng Group - Yufeng Group decided to terminate its plan to issue A-shares due to the expiration of authorization and market conditions [24] Group 15: Zhenhua Electric - Zhenhua Electric's subsidiary plans to invest up to 201 million yuan in a private equity fund focused on specific industries, including new energy [28] Group 16: Fuao Co., Ltd. - Fuao Co., Ltd. completed the transfer of 40% equity in Fuao Wan'an for 26.222 million yuan [29] Group 17: Baotailong - Baotailong plans to acquire an additional 2.83% stake in its subsidiary, totaling 15 million yuan [31] Group 18: Zhongchao Holdings - Zhongchao Holdings' subsidiaries won projects totaling 1.318 billion yuan [32] Group 19: Annie Co., Ltd. - Annie Co., Ltd. announced a potential change in control, leading to a temporary suspension of its stock [34] Group 20: Ganfeng Lithium - Ganfeng Lithium's subsidiary plans to issue $100 million in exchangeable notes [38]

智通财经APP讯，友发集团(601686.SH)发布公告，自公司披露本次向特定对象发行股票事项后，公司 及各中介机构积极推进各项工作，严格按照相关法律法规和规范性文件的要求履行了决策程序和信息披 露义务。结合本次授权有效期已届满，并综合考虑当前市场环境、公司发展战略及经营规划等因素，经 相关各方充分沟通、审慎分析后，公司决定终止本次向特定对象发行股票事项。 ...

证券代码：601686 证券简称：友发集团 公告编号：2025-120 债券代码：113058 转债简称：友发转债 天津友发钢管集团股份有限公司 关于公司 2025 年度对外担保的进展公告 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个别及连带责任。 重要内容提示: 被担保人名称 | 序号 | 被担保方 | 简 称 | | --- | --- | --- | | 1 | 天津友发钢管集团股份有限公司 | 公司或本公司 | | 2 | 天津市友发德众钢管有限公司 | 友发德众 | | 3 | 河北海乾威钢管有限公司 | 河北海乾威 | | 4 | 邯郸市友发钢管有限公司 | 邯郸友发 | | 5 | 吉林华明管业有限公司 | 吉林华明 | | 6 | 陕西友发钢管有限公司 | 陕西友发 | | 7 | 唐山正元管业有限公司 | 唐山正元 | | 8 | 云南友发方圆管业有限公司 | 云南友发方圆 | 担保人名称 | 序号 | 担保方 | 简 称 | | --- | --- | --- | | 1 | 天津友发钢管集团股份有限公司 | 公 ...

证券代码：601686 证券简称：友发集团 公告编号：2025-122 债券代码：113058 转债简称：友发转债 天津友发钢管集团股份有限公司 2024 年 10 月 17 日，公司召开第五届董事会第十一次会议和第五届监事会第十次会议审议 通过了《关于公司 2024 年度向特定对象发行 A 股股票方案的议案》及相关事项。2024 年 11 月 30 日，公司召开 2024 年第五次临时股东大会审议通过了本次向特定对象发行 A 股股票方案， 并授权董事会全权办理本次向特定对象发行 A 股股票相关事项，授权的有效期自公司股东大会审 议通过之日起十二个月。 二、 终止本次向特定对象发行股票事项的主要原因 自公司披露本次向特定对象发行股票事项后，公司及各中介机构积极推进各项工作，严格按 照相关法律法规和规范性文件的要求履行了决策程序和信息披露义务。结合本次授权有效期已届 满，并综合考虑当前市场环境、公司发展战略及经营规划等因素，经相关各方充分沟通、审慎分 析后，公司决定终止本次向特定对象发行股票事项。 三、终止本次向特定对象发行股票事项对公司的影响 公司终止本次向特定对象发行 A 股股票事项不会对公司当前正常生产经 ...