Core Viewpoint - Jiangsu Tianmu Lake Tourism Co., Ltd. reported a decrease in revenue and profit for the first half of 2025, while net profit attributable to shareholders increased, indicating resilience in profitability despite challenging market conditions [2][5]. Company Overview and Financial Indicators - The company achieved operating revenue of CNY 246.31 million, a decrease of 6.49% compared to the same period last year [2]. - Total profit amounted to CNY 81.75 million, down 2.04% year-on-year [2]. - Net profit attributable to shareholders was CNY 54.73 million, reflecting a 4.12% increase from the previous year [2]. - The company's net assets stood at CNY 1.33 billion, a slight decrease of 0.62% from the end of the previous year [2]. - Total assets decreased by 1.28% to CNY 1.76 billion [2]. Industry and Main Business Analysis - The cultural tourism industry demonstrated strong resilience and structural upgrades amid a complex macroeconomic environment, with domestic and outbound tourism markets showing positive trends [3][4]. - There is a growing demand for quality and diversified tourism experiences, with a shift towards deep experiences and personalized services [3][4]. - County-level tourism is emerging as a new growth engine, with significant revenue growth in third and fourth-tier cities [3][4]. - Different age groups exhibit distinct travel preferences, with younger generations favoring personalized and immersive travel experiences [3][4]. Main Business Operations - The company aims to be a "one-stop cultural tourism model practitioner" and has developed various tourism projects, including three national AAAAA-level scenic spots and a theme park [5][6]. - Key attractions include Tianmu Lake Scenic Area, Nanshan Bamboo Sea, and Yushui Hot Spring, each offering unique experiences and continuous upgrades to enhance visitor engagement [5][6]. - The company has diversified its offerings to include themed hotels, cultural experiences, and wellness tourism, catering to various market segments [5][6]. Management Discussion and Analysis - The company has focused on optimizing product structure and enhancing high-value service offerings to mitigate revenue pressures [9][10]. - Digital transformation initiatives have been implemented to improve operational efficiency and customer service [10][11]. - The company is actively pursuing new project developments and upgrades to existing facilities to enhance competitiveness and visitor experience [11][12]. Competitive Advantages - The company has established a robust one-stop tourism model that emphasizes product diversity and service integration [12][13]. - Strong operational capabilities in planning, construction, and management of tourism projects contribute to sustained profitability [13][14]. - The company benefits from a stable management team with extensive industry experience, enhancing its ability to adapt to market changes [15][16].

| 孟广才 | 境内自然人 | 19.60 | 52,937,615 | | 0 | 无 | | 0 | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 陈东海 | 境内自然人 | 3.73 | 10,087,991 | | 0 | 无 | | 0 | | | 陶平 | 境内自然人 | 3.42 | 9,251,000 | | 0 | 无 | | 0 | | | 史耀锋 | 境内自然人 | 3.20 | 8,631,879 | | 0 | 无 | | 0 | | | 杨惠琴 | 境内自然人 | 1.18 | 3,187,865 | | 0 | 无 | | 0 | | | 中国银行股份有限公司－富 | | | | | | | | | | | 国中证旅游主题交易型开放 | | 其他 | 0.65 | 1,744,852 | | 0 | 无 | | 0 | | 式指数证券投资基金 | | | | | | | | | | | 程威 | 境内自然人 | 0.62 | 1,676,900 | | 0 | 无 | | 0 | | | 中欧基 ...

中信建投证券股份有限公司关于江苏天目湖旅游股份有限公司 延长募集资金投资项目实施期限的核查意见 中信建投证券股份有限公司（以下简称"中信建投证券"或"保荐机构"） 作为江苏天目湖旅游股份有限公司（以下简称"天目湖"或"公司"）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》《上市公 司募集资金监管规则》《上海证券交易所上市公司自律监管指引第1号——规范运 作》和《上海证券交易所上市公司自律监管指引第11号——持续督导》等有关规 定，对天目湖延长募集资金投资项目实施期限的事项进行了审慎核查，核查情况 如下： 一、募集资金的基本情况 经中国证券监督管理委员会《关于核准江苏天目湖旅游股份有限公司公开发 行可转换公司债券的批复》（证监许可〔2019〕2697号）文核准，公司向社会公 开发行可转换公司债券3,000,000张，每张面值为人民币100.00元，按面值发行。 本次募集资金发行总额为人民币300,000,000.00元，扣除发行费用人民币 10,269,000.00元后，实际募集资金净额为289,731,000.00元，用于"南山小寨二期 项目"、"御水温泉（一期）装修改造项目"。 该 ...

证券代码：603136 证券简称：天目湖 公告编号：2025-037 江苏天目湖旅游股份有限公司 关于延长募集资金投资项目实施期限的公告 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 担个别及连带责任。 江苏天目湖旅游股份有限公司（以下简称"公司"）于 2025 年 8 月 22 日召 开了第六届董事会第十四次会议，审议通过了《关于延长募集资金投资项目实施 期限的议案》。具体内容如下： 一、募集资金的基本情况 经中国证券监督管理委员会《关于核准江苏天目湖旅游股份有限公司公开发 行可转换公司债券的批复》（证监许可〔2019〕2697 号）文核准，公司向社会 公开发行可转换公司债券 3,000,000 张，每张面值为人民币 100.00 元，按面值 发行。本次募集资金发行总额为人民币 300,000,000.00 元，扣除发行费用人民 币 10,269,000.00 元后，实际募集资金净额为 289,731,000.00 元，用于"南山 小寨二期项目"、"御水温泉（一期）装修改造项目"。 该募集资金已于 2020 年 3 月 5 日全部到位 ...

证券代码：603136 证券简称：天目湖 公告编号：2025-036 江苏天目湖旅游股份有限公司 关于 2025 年半年度募集资金存放与实际使用情况的 专项报告 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。 根据中国证券监督管理委员会（以下简称"中国证监会"）《上市公司监管指引 第 2 号—上市公司募集资金管理和使用的监管要求》、上海证券交易所及《上海证券 交易所上市公司自律监管指引第 1 号——规范运作》等文件的要求，现将江苏天目湖 旅游股份有限公司（以下简称"公司"）截至 2025 年 6 月 30 日募集资金存放与实际 使用情况专项说明如下： 一、募集资金基本情况 （一）扣除发行费用后的实际募集资金金额、资金到账时间 经中国证券监督管理委员会《关于核准江苏天目湖旅游股份有限公司公开发行可 转换公司债券的批复》（证监许可〔2019〕2697号）文核准，公司向社会公开发行可 转换公司债券3,000,000张，每张面值为人民币100.00元，按面值发行。本次募集资 金发行总额为人民币300,000,000.00元，扣 ...

证券代码：603136 证券简称：天目湖 公告编号：2025-035 江苏天目湖旅游股份有限公司 关于第六届董事会第十四次会议决议的公告 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 担个别及连带责任。 一、董事会会议召开情况 江苏天目湖旅游股份有限公司（以下简称"公司"）第六届董事会第十四次 会议于 2025 年 8 月 22 日在公司行政楼一楼会议室以现场结合通讯表决的方式召 开，会议通知于 2025 年 8 月 12 日书面发出。 本次会议由董事长李淑香女士主持。公司应参会董事共 9 名，实际到会董事 9 名，公司全体高级管理人员列席了本次会议，会议召开程序符合《中华人民共 和国公司法》和《公司章程》有关规定。 二、董事会会议审议情况 （二）审议通过《关于<2025 年半年度募集资金存放与实际使用情况的专项 报告>的议案》。 表决结果：同意 9 票；弃权 0 票；反对 0 票。 公司董事会同意《2025 年半年度募集资金存放与实际使用情况的专项报告》 的内容。 截 至 2025 年 6 月 30 日 ， 本 公 司 实 际 使 用 ...

Core Viewpoint - The company reported a decline in revenue while achieving growth in net profit, indicating a focus on strategic management amidst challenging market conditions [1] Financial Performance - The company achieved an operating revenue of 246.31 million, a year-on-year decrease of 6.49% [1] - The net profit attributable to shareholders was 54.73 million, reflecting a year-on-year increase of 4.12% [1] Strategic Focus - The management emphasized a core strategy of "innovation-driven operations, enhancing quality through strong experiences, and promoting development via superior projects" [1] - The company is implementing a one-stop cultural tourism development model based on "product diversification, market diversification, and service systematization" [1] Market Challenges - The company is navigating multiple challenges, including an unstable macroeconomic recovery, intensified competition in the cultural tourism market, and structural fluctuations in consumer demand [1]

Financial Performance - The company's operating revenue for the first half of 2025 was ¥246,314,050.39, a decrease of 6.49% compared to ¥263,412,922.45 in the same period last year[20]. - Total profit for the first half of 2025 was ¥81,753,472.61, down 2.04% from ¥83,453,625.55 in the previous year[20]. - Net profit attributable to shareholders of the listed company increased by 4.12% to ¥54,727,300.95 from ¥52,562,513.68 year-on-year[20]. - The net profit after deducting non-recurring gains and losses was ¥52,925,253.83, reflecting a 4.22% increase compared to ¥50,781,593.90 in the previous year[20]. - The net cash flow from operating activities was ¥52,498,162.02, a decrease of 6.54% from ¥56,169,895.09 in the same period last year[20]. - As of the end of the reporting period, the net assets attributable to shareholders of the listed company were ¥1,331,026,392.91, a decrease of 0.62% from ¥1,339,312,288.00 at the end of the previous year[20]. - Total assets at the end of the reporting period were ¥1,758,923,033.24, down 1.28% from ¥1,781,654,461.90 at the end of the previous year[20]. - Basic earnings per share for the reporting period increased by 5.26% to CNY 0.20 compared to CNY 0.19 in the same period last year[22]. - The weighted average return on equity rose by 0.17 percentage points to 4.04% from 3.87% year-on-year[22]. Tourism Market Trends - The domestic tourism market continues to thrive, supported by strong consumer demand and structural upgrades, with significant growth in county-level tourism[26][27]. - There is a growing consumer demand for sustainable travel options, prompting the industry to adopt eco-friendly practices and technologies[29]. - The company is focusing on personalized and immersive travel experiences to meet the evolving preferences of younger generations[27]. Company Strategy and Development - The company aims to enhance its "one-stop tourism model" by launching unique experience activities and improving product offerings by 2025[30]. - The company operates three national AAAAA-level tourist attractions, one theme park, and two cultural tourism complexes, showcasing its comprehensive tourism service capabilities[30]. - The company plans to upgrade the Tianmu Lake Scenic Area with new night tourism projects and cultural enhancements in 2024[30]. - The integration of AI, big data, and VR/AR technologies is transforming the tourism service chain, improving customer experience and operational efficiency[28][29]. - The company is developing the Nanshan Xiaozhai project to enhance tourism features, focusing on functional upgrades and environmental improvements[31]. - The company has introduced a camping project at the Pingqiao Shiba Park, expanding its business offerings in the leisure and tourism sector[32]. - The company has been recognized as a top travel agency in China, providing customized services for comprehensive tourism experiences[35]. - The company has developed personalized and niche tourism products to meet the diverse needs of different market segments[36]. - The company has established a one-stop wellness service system at its health retreat bases, focusing on employee health and well-being[36]. - The company is actively innovating family-oriented travel products, including summer and winter camps, to cater to the growing demand for quality family experiences[37]. Financial Management and Investments - The company has successfully implemented upgrades to core products and facilities at Yushui Hot Spring and Longxing Island, enhancing visitor experience and product competitiveness[42]. - The management output system based on mature operational experience has completed initial market validation, entering a phase of light asset operation that is expected to become a new profit growth point[42]. - The company is focusing on digital transformation, applying AI tools in customer service, operational management, and marketing, which has improved efficiency and decision-making[40]. - The company has established a service value assessment system based on multidimensional data analysis, maintaining a leading position in customer experience management within the industry[41]. - The company is actively seeking quality resources and cooperation opportunities that align with its strategic goals to enhance long-term market competitiveness[42]. Risks and Challenges - The tourism industry is highly sensitive to economic cycles, with a significant correlation between national economic conditions and tourism demand, potentially affecting the company's profitability[63]. - Seasonal fluctuations in business performance are expected, with peak operations from March to November and a relative downturn from December to February[65]. - The company faces risks related to project development, including potential misalignment with customer needs and market trends, which could impact visitor numbers[64]. - Changes in national tourism policies and economic conditions could significantly impact consumer spending on tourism, affecting the company's performance[66]. - The competitive landscape in the Yangtze River Delta region is intense, with numerous attractions vying for visitors, increasing operational challenges[64]. Corporate Governance and Compliance - The company has committed to avoiding competition with its own listed business and will prioritize providing business opportunities to the listed company under reasonable terms[74]. - The commitment includes ensuring the independence of the company's assets, personnel, and financial operations post-equity change, maintaining a clear separation from the controlling party[75]. - The company will ensure that its senior management does not hold positions outside of the listed company, maintaining an independent personnel management system[75]. - The company will retain independent bank accounts and will not share accounts with the controlling party[75]. - The company has confirmed that there are no undisclosed related party transactions that should have been disclosed according to regulations[74]. - The company will ensure timely and accurate disclosure of related party transactions and will not use these transactions to transfer profits or harm the rights of other shareholders[77]. Shareholder Information - The total number of common shareholders as of the end of the reporting period is 27,001[97]. - The largest shareholder, Liyang City Construction Development Group Co., Ltd., holds 72,543,790 shares, representing 26.86% of the total shares[99]. - The second largest shareholder, Meng Guangcai, holds 52,937,615 shares, accounting for 19.60%[99]. - The top ten shareholders collectively hold significant stakes, with the smallest among them, Cheng Wei, holding 1,676,900 shares, or 0.62%[99]. - There were no changes in the total number of shares or the share structure during the reporting period[95]. Financial Reporting and Accounting - The financial statements are prepared based on the going concern principle and comply with the accounting standards set by the Ministry of Finance[135][138]. - The company has the ability to continue its operations for at least 12 months from the reporting date without significant issues affecting its viability[136]. - The company uses Renminbi as its accounting currency[141]. - The company recognizes revenue when the company fulfills its performance obligations, which occurs when customers obtain control of the related goods or services[187]. - The company confirms revenue for ticket sales when the main risks and rewards are transferred upon customer entry into the park[188].

Core Viewpoint - The tourism and scenic area sector experienced a rise of 0.64% on August 22, with Xiyu Tourism leading the gains. The Shanghai Composite Index closed at 3825.76, up 1.45%, while the Shenzhen Component Index closed at 12166.06, up 2.07% [1]. Group 1: Stock Performance - Xiyu Tourism (300859) saw a closing price of 45.08, with an increase of 8.52% and a trading volume of 271,100 shares, amounting to a transaction value of 1.201 billion yuan [1]. - Changbai Mountain (6602099) closed at 42.10, up 2.33%, with a trading volume of 125,300 shares and a transaction value of 523 million yuan [1]. - Xi'an Tourism (000610) closed at 13.75, up 1.40%, with a trading volume of 316,000 shares and a transaction value of 431 million yuan [1]. - Other notable performers include Jiuhua Tourism (661809) at 37.35 (+1.00%), Songcheng Performance (300144) at 8.86 (+0.80%), and Xiangyuan Cultural Tourism (600576) at 7.92 (+0.51%) [1]. Group 2: Market Trends - The tourism and scenic area sector experienced a net outflow of 192 million yuan from main funds, while retail investors saw a net inflow of 238 million yuan [2]. - The overall market sentiment indicates a mixed performance, with some stocks experiencing declines, such as Tibet Tourism (600749) down 2.96% and Caesar Travel (000796) down 1.49% [2].

Core Insights - The tourism and scenic area sector experienced a rise of 2.16% on August 18, with Tibet Tourism leading the gains [1] - The Shanghai Composite Index closed at 3728.03, up 0.85%, while the Shenzhen Component Index closed at 11835.57, up 1.73% [1] Sector Performance - Tibet Tourism (600749) saw a closing price of 29.44, with a significant increase of 10.01% and a trading volume of 325,000 shares, amounting to a transaction value of 943 million yuan [1] - Caesar Travel (000796) also rose by 10.00% to a closing price of 5.28, with a trading volume of 1,111,300 shares, resulting in a transaction value of 575 million yuan [1] - Other notable performers included Huangshan Tourism (600054) with a 3.53% increase, closing at 12.31, and Dalian Shengya (600593) with a 3.13% increase, closing at 32.26 [1] Capital Flow - The tourism and scenic area sector saw a net inflow of 354 million yuan from main funds, while retail funds experienced a net outflow of 73.84 million yuan [2] - Major stocks like Tibet Tourism and Caesar Travel attracted significant main fund inflows of 204 million yuan and 202 million yuan, respectively [3] - Conversely, retail investors showed a net outflow from several stocks, including a notable outflow from Caesar Travel of 86.52 million yuan [3]