| 解除限售安排 | 解除限售时间 | 解除限售比例 | | --- | --- | --- | | 暂缓授予的限制性股 | 自相应授予部分限制性股票登记完成之日起 12 个 | 50% | | | 月后的首个交易日起至相应授予部分限制性股票 | | | 票第一个解除限售期 | 登记完成之日起 24 个月内的最后一个交易日当日 | | | | 止 | | | | 自相应授予部分限制性股票登记完成之日起 24 个 | 50% | | 暂缓授予的限制性股 | 月后的首个交易日起至相应授予部分限制性股票 | | | 票第二个解除限售期 | 登记完成之日起 36 个月内的最后一个交易日当日 | | | | 止 | | 监事会认为：本激励计划暂缓授予的限制性股票的授予日为 2023 年 1 月 6 日， 登记日为 2023 年 2 月 2 日，暂缓授予部分限制性股票的第二个限售期将于 2025 年 2 月 1 日届满。 四川天味食品集团股份有限公司监事会 关于 2022 年限制性股票激励计划暂缓授予部分 第二期解除限售条件成就的核查意见 根据《中华人民共和国公司法》（以下简称"《公司法》"）《中华人民共 和国证券法》（ ...

证券代码：603317 证券简称：天味食品 公告编号：2025-005 四川天味食品集团股份有限公司 第五届监事会第三十七次会议决议公告 本公司监事会及全体监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。 四川天味食品集团股份有限公司监事会 表决情况：3 票同意、0 票反对、0 票弃权。 二、审议通过《关于调整 2022 年限制性股票激励计划限制性股票回购价格 暨回购注销部分限制性股票的议案》 具体内容详见公司于上海证券交易所网站（www.sse.com.cn）及《中国证券 报》《上海证券报》《证券时报》《证券日报》上刊登的《关于调整 2022 年限 制性股票激励计划限制性股票回购价格暨回购注销部分限制性股票的公告》（公 告编号：2025-007）。 表决情况：3 票同意、0 票反对、0 票弃权。 本议案尚需提交股东大会审议。 特此公告。 四川天味食品集团股份有限公司（以下简称"公司"）第五届监事会第三十 七次会议于 2025 年 1 月 22 日以通讯表决方式召开，会议通知于 2025 年 1 月 21 日以微信方式发出。会议应出席监事 3 人 ...

国浩律师（成都）事务所 关于 国浩律师（成都）事务所 四川天味食品集团股份有限公司 2022 年限制性股票激励计划 调整回购价格暨回购注销部分限制性股票 之 法律意见书 成都市高新区天府二街 269 号无国界 26 号楼 9 层 邮编：610000 Floor 9,Building 26,Boundary-Free Land Center,269 Tianfu 2 Street,Hi-Tech Zone,Chengdu, China 电话/Tel: +86 28 86119970 传真/Fax: +86 28 86119827 网址/Website: http://www.grandall.com.cn 国浩律师（成都）事务所 法律意见书 关于四川天味食品集团股份有限公司 2022 年限制性股票激励计划 调整回购价格暨回购注销部分限制性股票 之法律意见书 致：四川天味食品集团股份有限公司 国浩律师（成都）事务所（以下简称"国浩"、"本所"或"我们"）接受四川天味 食品集团股份有限公司（以下简称"天味食品"或"公司"）委托，就本次四川天味食 品集团股份有限公司2022年限制性股票激励计划（以下简称"本激励计划" ...

Investment Rating - The report maintains a "Buy" rating for Tianwei Foods, with a current price of 13.71 CNY and a projected PE of 20x for 2025 [5][3]. Core Insights - Tianwei Foods reported a revenue of 3.476 billion CNY for 2024, representing a year-on-year growth of 10.41%, and a net profit of 626 million CNY, up 36.99% year-on-year [1][3]. - The company experienced a strong performance in Q4 2024, with revenue reaching 1.112 billion CNY, a 21.6% increase year-on-year, and a net profit of 193 million CNY, up 41.7% year-on-year [1]. - The improvement in profitability is attributed to a decrease in raw material costs and enhanced operational efficiency, with a net profit margin of 18.0% for 2024, up 3.5 percentage points year-on-year [1][3]. Summary by Sections Financial Performance - For 2024, Tianwei Foods achieved a revenue of 3.476 billion CNY and a net profit of 626 million CNY, with respective growth rates of 10.41% and 36.99% [1][4]. - The company’s Q4 2024 results showed a revenue of 1.112 billion CNY and a net profit of 193 million CNY, indicating strong growth trends [1]. Market Position and Strategy - The report highlights Tianwei Foods' strategic acquisition of 63.84% of Hangzhou Jiadian Zhiwei, enhancing its online presence and targeting younger consumers [2]. - The company plans to establish a branch in Hangzhou to accelerate its online strategy [2]. Product Innovation and Future Outlook - In 2024, Tianwei Foods launched new products, including the third-generation hot pot and fresh soup series, focusing on differentiation and fine-tuning [3]. - The company has adjusted its marketing strategies for 2025, aiming for strong growth momentum and operational efficiency [3]. Profitability Forecast - The net profit forecasts for 2024, 2025, and 2026 are adjusted to 626 million CNY, 721 million CNY, and 824 million CNY respectively, with EPS estimates of 0.59 CNY, 0.68 CNY, and 0.77 CNY [3][4].

Investment Rating - The investment rating for Tianwei Foods (603317.SH) is "Outperform the Market" [5][13]. Core Views - The company is expected to achieve a revenue of 3.476 billion yuan in 2024, representing a year-on-year growth of 10.41%, with a net profit of 626 million yuan, up 36.99% year-on-year [1][7]. - The fourth quarter of 2024 is projected to show significant growth, with revenue expected to reach 1.112 billion yuan, a 21.57% increase year-on-year, and a net profit of 193 million yuan, up 41.75% year-on-year [1][7]. - The increase in revenue is attributed to several factors, including early stocking by distributors due to the earlier Chinese New Year in 2025, successful sales of new products, and strong performance in online channels [1][8]. Summary by Sections Financial Performance - In 2024, the company is projected to achieve a net profit margin of 16.3%, an increase of 3.5 percentage points year-on-year, driven by revenue growth, lower raw material costs, and improved operational efficiency [2][8]. - The company has completed its equity incentive targets by the end of November 2024, enhancing its market position [2][8]. Revenue and Profit Forecast - The revenue forecast for 2024-2026 has been adjusted to 34.8 billion yuan, 38.4 billion yuan, and 41.6 billion yuan respectively, with year-on-year growth rates of 10.4%, 10.5%, and 8.3% [3][13]. - The net profit forecast for the same period is 6.3 billion yuan, 6.8 billion yuan, and 7.3 billion yuan, with growth rates of 37.0%, 8.3%, and 7.7% respectively [3][13]. Valuation Metrics - The current price-to-earnings (PE) ratios for 2024, 2025, and 2026 are projected to be 23.6, 21.8, and 20.3 respectively, indicating a favorable valuation compared to peers [3][15].

Investment Rating - The investment rating for the company is "Buy" with a current price of 13.71 CNY and a reasonable value of 16.45 CNY per share [3]. Core Insights - The company is expected to achieve a revenue of 3.476 billion CNY in 2024, reflecting a year-on-year growth of 10.4%, and a net profit of 626 million CNY, which is a 37.0% increase compared to the previous year [9]. - The company has accelerated the launch of new products in the fourth quarter of 2024, leading to a significant increase in revenue and achieving its annual revenue target [9]. - The competitive landscape in the seasoning industry is shifting towards larger players, benefiting the company as it continues to increase its market share [9]. Financial Forecast - Revenue projections for 2024, 2025, and 2026 are 34.76 billion CNY, 40.02 billion CNY, and 44.83 billion CNY, respectively, with growth rates of 10.4%, 15.1%, and 12.0% [9]. - The forecasted net profit for the same years is 6.26 billion CNY, 7.23 billion CNY, and 8.12 billion CNY, with corresponding growth rates of 37.0%, 15.5%, and 12.4% [9]. - The company's earnings per share (EPS) are projected to be 0.59 CNY, 0.68 CNY, and 0.76 CNY for 2024, 2025, and 2026, respectively [8][9]. Market Position and Strategy - The company is focusing on expanding its product channels, particularly in the online and small B channel markets, which are expected to grow rapidly [9]. - The company has a strong brand presence in the consumer market, particularly with its products like "Good People" and "Big Red Robe," which are anticipated to maintain steady growth [9]. - The company is well-positioned to benefit from the consolidation trend in the seasoning industry, as it has sufficient cash reserves to capitalize on potential acquisition opportunities [9].

Investment Rating - The investment rating for Tianwei Foods is "Outperform" (maintained) [1] Core Views - The company's revenue for 2024 is expected to be 3.48 billion yuan, with a year-on-year growth of 10.4%, while the net profit attributable to shareholders is projected to be 630 million yuan, reflecting a year-on-year increase of 37.0% [4][6] - The fourth quarter of 2024 shows a significant improvement in profitability, with a net profit margin increase of 2.5 percentage points to 17.4% [6] - The company is benefiting from a recovery in terminal demand, leading to a decrease in channel inventory to reasonable levels, which supports sales growth [5] Financial Performance Summary - Revenue and net profit for 2024 are forecasted at 3.48 billion yuan and 630 million yuan respectively, with corresponding EPS of 0.59 yuan [4][9] - The projected revenue for 2025 and 2026 is 3.98 billion yuan and 4.57 billion yuan, with net profits of 702 million yuan and 823 million yuan respectively [9] - The company's gross margin is expected to improve to 39.7% in 2024, with a net margin of 18.0% [9] Market Position and Growth Potential - Tianwei Foods is strengthening its position in the C-end channel and making breakthroughs in e-commerce platforms like Douyin and Xiaohongshu [7] - The company is expected to continue benefiting from market share gains and improved channel coverage, which will support steady growth [7]

Investment Rating - The report maintains a "Buy" investment rating for Tianwei Food [4][6] Core Views - The company reported better-than-expected performance, with revenue for 2024 projected at 3.476 billion yuan, a 10% increase year-on-year, and net profit expected to reach 626 million yuan, a 37% increase [2] - The company is focusing on a big product strategy and leveraging acquisitions to enhance channel synergies, particularly through the acquisition of "Jia Dian Zi Wei" [3] Summary by Sections Performance Overview - Tianwei Food's 2024 revenue is expected to be 3.476 billion yuan, with a 10% growth compared to the previous year. The net profit is projected at 626 million yuan, reflecting a 37% increase, while the non-recurring net profit is expected to be 567 million yuan, up 40% [2][10] Product and Channel Strategy - The company is developing a product matrix centered around major products, particularly expanding the hot pot series. It aims for health and nutrition upgrades while enhancing channel control through distributor reforms [3] - The acquisition of "Jia Dian Zi Wei" is expected to fill the company's online channel gaps and improve offline penetration through existing distribution channels [3] Earnings Forecast - The earnings per share (EPS) estimates for 2024-2026 have been adjusted to 0.59, 0.65, and 0.73 yuan respectively, with corresponding price-to-earnings (PE) ratios of 23, 21, and 19 times [4][10]

Investment Rating - The investment rating for Tianwei Foods is "Outperform" (maintained) [1] Core Views - The company reported a revenue of 3.48 billion yuan for 2024, representing a year-on-year growth of 10.4%, and a net profit attributable to shareholders of 630 million yuan, up 37.0% year-on-year [7] - The fourth quarter of 2024 saw a revenue of 1.11 billion yuan, a 21.6% increase year-on-year, and a net profit of 190 million yuan, reflecting a 41.7% growth year-on-year, exceeding expectations [7] - The report highlights improvements in cost management and operational efficiency, contributing to an increase in profit margins [7] Financial Data and Profit Forecast - Total revenue for 2023 is projected at 3.149 billion yuan, with a year-on-year growth rate of 17.0% [6] - The forecast for net profit attributable to shareholders for 2024 is 626 million yuan, with a growth rate of 37.0% [6] - The earnings per share (EPS) for 2024 is estimated at 0.59 yuan, with a projected price-to-earnings (PE) ratio of 23 [6] - The gross profit margin is expected to improve to 39.8% in 2024 [6] Market Data - The closing price of Tianwei Foods on January 21, 2025, was 13.71 yuan, with a market capitalization of 14.598 billion yuan [1] - The stock has a dividend yield of 2.92% based on the most recent dividend announcement [1] - The price-to-book ratio is reported at 3.3 [1]

Financial Performance - Total operating revenue for 2024 reached RMB 347,625.16 million, an increase of 10.41% compared to the previous year[4] - Operating profit was RMB 75,686.60 million, reflecting a growth of 41.61% year-over-year[4] - Net profit attributable to shareholders was RMB 62,561.47 million, up 36.99% from the previous year[4] - Basic earnings per share increased to RMB 0.5935, a rise of 36.47% compared to the same period last year[7] - The company reported a total profit of RMB 75,713.04 million, marking a 41.38% increase from the previous year[4] Assets and Equity - Total assets at the end of the reporting period amounted to RMB 568,751.97 million, a growth of 7.85% year-over-year[6] - Shareholders' equity attributable to the company reached RMB 457,689.44 million, increasing by 5.77% compared to the previous year[6] - The net asset value per share was RMB 4.30, reflecting a 5.91% increase year-over-year[6] Performance Drivers - Key factors contributing to performance growth included increased sales volume, lower raw material costs, and improved operational efficiency[6] Cautionary Note - The company cautions that the financial data presented is preliminary and may differ from the final annual report figures[8]