| 证券代码：603608 | 证券简称：天创时尚 | 公告编号：临 | 2026-001 | | --- | --- | --- | --- | | 债券代码：113589 | 债券简称：天创转债 | | | 天创时尚股份有限公司 关于使用部分自有资金进行委托理财的进展公告 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法律责任。 重要内容提示： | 产品名称 | 聚赢系列-月月盈结构性存款 | | --- | --- | | 受托方名称 | 民生银行股份有限公司广州分行营业部 | | 购买金额 | 万元 1,000 | | 产品期限 | 2026.1.1 至 2026.11.30 | | 产品名称 | 聚赢系列-月月盈结构性存款 | | --- | --- | | 受托方名称 | 民生银行股份有限公司广州番禺支行 | | 购买金额 | 万元 3,500 | | 产品期限 | 2026.1.1 至 2026.11.30 | 基本情况 | 产品名称 | 国债逆回购(GC014) | | | --- | --- | --- | | 受托方 ...

天创时尚公告称，公司股票于2025年12月29 - 31日连续三个交易日内收盘价格涨幅偏离值累计超20%， 属异常波动。2025年12月26日，控股股东泉州禾天、二股东香港高创拟向安徽先睿合计转让83733557 股，占总股本19.95%，完成后实控人将变更为胡先根。但变更涉及泉州禾天限售股份，豁免议案需 2026年第一次临时股东会审议，协议转让需相关部门确认及办理过户，能否获批及时间不确定。安徽先 睿12个月内无资产出售等计划，36个月内无注入资产计划。 ...

Core Viewpoint - The apparel and home textile sector experienced a slight increase of 0.35% on December 31, with Tian Chuang Fashion leading the gains. The Shanghai Composite Index closed at 3968.84, up 0.09%, while the Shenzhen Component Index closed at 13525.02, down 0.58% [1]. Group 1: Stock Performance - Tian Chuang Fashion (603608) closed at 10.30, with a rise of 10.04% and a trading volume of 108,500 shares, amounting to a transaction value of 112 million yuan [1]. - Zhongwang Fabric (605003) closed at 35.55, increasing by 9.99% with a trading volume of 88,300 shares, resulting in a transaction value of 306 million yuan [1]. - Bangjie Co., Ltd. (002634) closed at 5.65, up 9.92% with a trading volume of 239,500 shares, translating to a transaction value of 130 million yuan [1]. - Zhiyaomeijia (003041) closed at 54.33, rising by 9.01% with a trading volume of 150,300 shares, leading to a transaction value of 790 million yuan [1]. - Jiaman Apparel (301276) closed at 29.98, up 6.88% with a trading volume of 36,400 shares, resulting in a transaction value of 107 million yuan [1]. Group 2: Capital Flow - The apparel and home textile sector saw a net outflow of 349 million yuan from institutional investors, while retail investors contributed a net inflow of 303 million yuan [2]. - The net inflow from speculative funds was 46.92 million yuan, indicating a mixed sentiment among different investor types [2]. - The capital flow data for individual stocks shows varied performance, with some stocks experiencing significant net inflows while others faced outflows [3].

Core Viewpoint - Tian Chuang Fashion Co., Ltd. ("the Company") announced that its convertible bond "Tian Chuang Convertible Bond" experienced abnormal trading fluctuations, with a cumulative closing price increase exceeding 30% over two consecutive trading days [2][5]. Group 1: Convertible Bond Trading Fluctuations - The closing price of "Tian Chuang Convertible Bond" on December 30, 2025, was 285.151 CNY per bond, representing a premium of 185.15% over the face value and a conversion premium rate of 274.41% [2][7]. - The bond's trading abnormality is classified under the Shanghai Stock Exchange's regulations for convertible bonds due to the significant price deviation [5]. Group 2: Company Operations and Major Events - The Company confirmed that its production and operational activities are normal, with no significant changes in market conditions or industry policies affecting production and sales [6]. - A thorough investigation revealed no undisclosed major events that could impact the trading price of the convertible bond, and no significant media reports or market rumors were found [6]. Group 3: Convertible Bond Issuance Overview - The Company issued 6 million convertible bonds on June 24, 2020, with a total value of 60 million CNY and a maturity period of 6 years [3]. - The initial conversion price was set at 12.64 CNY per share, later adjusted to 12.29 CNY per share due to profit distribution [3]. Group 4: Redemption and Buyback Information - The Company conducted a buyback of "Tian Chuang Convertible Bond" from August 12 to August 16, 2024, with valid buyback applications totaling 5,327,750 bonds, amounting to 532,775,000 CNY [4]. - No valid buyback applications were received during subsequent buyback periods in December 2024 and August 2025 [4].

| 证券代码：603608 | 证券简称：天创时尚 | 公告编号：临 2025-100 | | --- | --- | --- | | 债券代码：113589 | 债券简称：天创转债 | | "天创转债"转股期限为2021年1月4日至2026年6月23日。初始转股价格为 12.64元/股，因公司2020年半年度及2020年年度利润分配引起转股价格调整，最 天创时尚股份有限公司 关于"天创转债"交易异常波动公告 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： 天创时尚股份有限公司（以下简称"天创时尚"或"公司"）发行的"天 创转债"于 2025 年 12 月 29 日、12 月 30 日连续两个交易日内收盘价格涨幅偏 离值累计超过 30%，根据《上海证券交易所可转换公司债券交易实施细则》的相 关规定，属于可转债交易异常波动情形。 截止 2025 年 12 月 30 日，"天创转债"收盘价格为 285.151 元/张，相对 于票面价值溢价 185.15%，转股溢价率 274.41%。 经公司自查，并向公司控股 ...

Group 1 - The apparel and home textile sector increased by 0.56% on December 30, with Kute Intelligent leading the gains [1] - The Shanghai Composite Index closed at 3965.12, showing no change, while the Shenzhen Component Index closed at 13604.07, up by 0.49% [1] - Kute Intelligent's stock price rose by 20.00% to 19.56, with a trading volume of 422,500 shares and a transaction value of 803 million yuan [1] Group 2 - The apparel and home textile sector experienced a net inflow of 242 million yuan from institutional investors, while retail investors saw a net outflow of 103 million yuan [2] - The top gainers in the sector included Kute Intelligent, which had a net inflow of 262 million yuan from institutional investors, accounting for 32.69% of its trading volume [3] - Other notable performers included Zhongwang Fabric, which saw a 10.01% increase, and Tianchuang Fashion, which rose by 9.99% [1]

Core Viewpoint - Tianchuang Fashion (603608.SH) has undergone a change in actual control from Li Lin to Hu Xiangen, who is the leader of Cixing Group, a prominent enterprise in precision bearing components [2] Group 1: Shareholder Changes - The original controlling shareholder, Quanzhou Hetian Investment Partnership, transferred 10.95% of shares, and the second-largest shareholder, Gaochuang Co., transferred 9% of shares to Anhui Xianrui Investment Holding Co., with a total transaction price of 628 million yuan, equivalent to 7.5 yuan per share [2] - The stock was suspended on December 20 due to the announcement of the control change, and the day before, the stock price surged to a limit-up of 8.33 yuan per share, raising concerns among investors about potential insider trading [2] Group 2: Cixing Group Overview - Anhui Xianrui is fully owned by Cixing Group, which was established in 1985 and specializes in the research, manufacturing, and sales of precision ball bearings and ball screws, primarily serving the automotive and high-end home appliance sectors [3] - Cixing Group is recognized as one of the top 500 enterprises in China's machinery industry and among the top ten in the bearing industry, with significant export activities to Europe and the U.S. [3] - The company reported revenues of 2.156 billion yuan and 1.59 billion yuan for 2024 and the first three quarters of 2025, respectively, with net profits of 220 million yuan and 242 million yuan [3] Group 3: Tianchuang Fashion's Financial Performance - Tianchuang Fashion's main business involves the design, production, and sales of fashion footwear and apparel, but its performance has been declining in recent years, with revenues of 1.273 billion yuan, 1.274 billion yuan, and 1.099 billion yuan from 2022 to 2024 [4] - The company reported a non-recurring net profit loss of 197 million yuan, 36 million yuan, and 97 million yuan for the same years, with a further 7.12% decline in revenue to 743 million yuan in the first three quarters of 2025 [4] - Following the change in control, there are no immediate plans for significant asset sales, mergers, or restructuring within the next 12 months, indicating that the company's fundamentals are unlikely to improve significantly in the short term [4][5]

Group 1 - The stock of Tianchuang Fashion (603608) increased by 2.16% with a turnover rate of 22.54% and a trading volume of 826 million yuan, showing a fluctuation of 16.24% throughout the day [2] - The stock was listed on the Shanghai Stock Exchange due to its daily fluctuation value reaching 16.24%, with a net buying amount of 24.14 million yuan from brokerage seats [2] - The top five brokerage seats accounted for a total transaction of 225 million yuan, with a buying amount of 125 million yuan and a selling amount of 101 million yuan, resulting in a net buying of 24.14 million yuan [2] Group 2 - The largest buying brokerage was GF Securities Co., Ltd. with a buying amount of 33.57 million yuan, while the largest selling brokerage was China Galaxy Securities Co., Ltd. with a selling amount of 25.56 million yuan [2] - The stock experienced a net outflow of 82.58 million yuan from main funds, with a significant single net outflow of 5.49 million yuan and a large single fund net outflow of 77.08 million yuan over the past five days [2] - The company reported its third-quarter results on October 31, showing a total revenue of 744 million yuan, a year-on-year decrease of 7.12%, and a net profit of -5.23 million yuan [2]

Core Viewpoint - The control change of Tianchuang Fashion has been finalized, with Anhui Xianrui Investment Holding Co., Ltd. becoming the controlling shareholder, raising questions about whether this move is aimed at better transformation or a reverse merger [1][3]. Group 1: Shareholder Changes - Tianchuang Fashion announced the signing of a share transfer agreement, where the previous controlling shareholders, Quanzhou Hetian Investment Partnership and Gaochuang Co., Ltd., will transfer shares to Anhui Xianrui, resulting in a decrease of their holdings to 6.5% and 4.61% respectively, while Anhui Xianrui will hold 19.95% [3][4]. - Anhui Xianrui was established specifically for this equity change, with a registered capital of 150 million yuan, fully controlled by Cixing Group, whose founder is Hu Xiangen [3][4]. Group 2: Board Restructuring - Following the share transfer, a new board of directors will be formed within 20 days after the disclosure of Tianchuang Fashion's 2026 semi-annual report, with Anhui Xianrui having the right to nominate 3 non-independent directors and 2 independent directors [4][5]. - The restructuring indicates that Hu Xiangen will have significant control over Tianchuang Fashion's operational decisions, while the original shareholders will retain limited influence [5]. Group 3: Financial Performance - Tianchuang Fashion has reported declining financial performance, with revenues of 744 million yuan in the first three quarters of 2025, down 7.12% year-on-year, and a loss of 5.23 million yuan [6]. - In 2024, the company recorded revenues of 1.099 billion yuan, a decrease of 13.74%, with a loss of 90.81 million yuan [6][7]. - In contrast, Cixing Group, the acquirer, reported revenues of 2.156 billion yuan and 1.59 billion yuan for 2024 and the first nine months of 2025, respectively, with net profits of 220 million yuan and 242 million yuan [7]. Group 4: Market Speculation - Industry experts speculate that the acquisition may serve as a vehicle for a reverse merger, as Cixing Group's core business in bearing manufacturing is unrelated to Tianchuang Fashion's footwear operations [8]. - There are concerns that if Tianchuang Fashion abandons its core footwear business, it may lose its brand foundation, but a strategic transformation could enhance operational efficiency and product competitiveness [10].

（编辑 丛可心） 证券日报网讯 12月29日，天创时尚在互动平台回答投资者提问时表示，公司股票（证券代码： 603608）、公司可转债（债券代码：113589）已于2025年12月29日（星期一）开市起复牌。 ...