证券代码：605337 证券简称：李子园 转债代码：111014 转债简称：李子转债 浙江李子园食品股份有限公司 2025年第二次临时股东大会会议资料 2025年9月 | 2025年第二次临时股东大会议程 | 1 | | --- | --- | | 2025年第二次临时股东大会会议须知 | 3 | | 关于使用闲置自有资金进行现金管理的议案 | 5 | | 关于使用部分闲置募集资金进行现金管理的议案 | 8 | | 关于2025年半年度利润分配预案的议案 | 13 | | 关于取消监事会并修订《公司章程》的议案 | 15 | | 关于修订《董事会议事规则》的议案 | 53 | | 关于修订《股东大会议事规则》的议案 | 54 | | 关于修订《独立董事工作制度》的议案 | 55 | | 关于修订《关联交易管理制度》的议案 | 56 | | 关于修订《会计师事务所选聘制度》的议案 | 57 | | 关于修订《对外担保管理制度》的议案 | 58 | | 关于修订《募集资金管理制度》的议案 | 59 | | 关于修订《防止大股东及关联方资金占用管理制度》的议案 | 60 | | 关于修订《对外投资管理制度》的议案 ...

Core Viewpoint - Li Ziyuan's stock price has shown volatility, with a year-to-date increase of 25.01%, but a recent decline of 4.80% over the past five trading days, indicating potential market fluctuations and investor sentiment changes [1][2]. Group 1: Stock Performance - As of September 3, Li Ziyuan's stock price was 13.50 CNY per share, with a market capitalization of 5.266 billion CNY [1]. - The stock has experienced a net outflow of 511.66 million CNY in principal funds, with large orders accounting for 11.33% of total purchases and 18.34% of total sales [1]. - The company has appeared on the "Dragon and Tiger List" once this year, with a net buy of -3.7008 million CNY on April 17 [1]. Group 2: Financial Performance - For the first half of 2025, Li Ziyuan reported a revenue of 621 million CNY, a year-on-year decrease of 8.53%, while the net profit attributable to shareholders was 96.1224 million CNY, reflecting a growth of 1.05% [2]. - Since its A-share listing, the company has distributed a total of 653 million CNY in dividends, with 479 million CNY distributed over the past three years [3]. Group 3: Company Overview - Li Ziyuan, established on October 22, 1994, is located in Jinhua City, Zhejiang Province, and specializes in the research, production, and sales of dairy beverages, with 93.76% of its revenue coming from dairy drinks [1][2]. - The company operates within the food and beverage sector, specifically in the soft drink category, and is associated with concepts such as e-commerce and domestic dairy industry [2].

| 证券代码：605337 | 证券简称：李子园 | 公告编号：2025-065 | | --- | --- | --- | | 转债代码：111014 | 转债简称：李子转债 | | 浙江李子园食品股份有限公司 关于召开2025年半年度业绩说明会的公告 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。 重要内容提示： 会议召开时间：2025 年 9 月 8 日（星期一）10:00-11:00 会议召开地点：价值在线（www.ir-online.cn） 会议召开方式：网络互动方式 会 议 问 题 征 集 ： 投 资 者 可 于 2025 年 9 月 8 日 前 访 问 网 址 https://eseb.cn/1r6h6mXsor6 或使用微信扫描下方小程序码进行会前提问， 公司将通过本次业绩说明会，在信息披露允许范围内就投资者普遍关注 的问题进行回答。 一、说明会类型 浙江李子园食品股份有限公司（以下简称"公司"）已于 2025 年 8 月 27 日在上海证券交易所网站《2025 年半年度报告》及《2025 年半年度报告摘要》。 ...

Core Viewpoint - Li Ziyuan (605337) reported a decline in total revenue for the first half of 2025, attributed to intensified market competition and adjustments in sales strategy, while net profit showed a slight increase [1][2]. Financial Performance Summary - Total revenue for the first half of 2025 was 621 million yuan, a decrease of 8.53% year-on-year [1]. - Net profit attributable to shareholders was 96.12 million yuan, an increase of 1.05% year-on-year [1]. - Gross margin improved to 39.86%, up 4.18% year-on-year, while net margin increased to 15.47%, up 10.48% year-on-year [1]. - Total expenses (selling, administrative, and financial) amounted to 137 million yuan, representing 22.04% of revenue, an increase of 8.5% year-on-year [1]. - Earnings per share rose to 0.25 yuan, a 4.17% increase year-on-year [1]. Cash Flow and Debt Analysis - Operating cash flow per share decreased significantly by 58.79% to 0.21 yuan, due to reduced cash received from sales and increased cash paid for purchases [1][4]. - The company’s interest-bearing debt increased by 30.79% to 757 million yuan, indicating a rising debt burden [1][3]. - The company's debt-to-asset ratio reached 24.66%, suggesting a need for attention to its debt situation [5]. Changes in Key Financial Items - Prepayments increased by 38.02%, reflecting higher advance payments for goods [3]. - Short-term borrowings surged by 426.77%, driven by increased pledged loans and bank acceptance bill discounts [3]. - The company reported a significant increase in investment income by 63.76%, attributed to higher interest income from large certificates of deposit [6]. Business Model and Market Position - The company relies heavily on marketing-driven performance, necessitating a thorough examination of the underlying factors driving this strategy [6]. - Historical data indicates a median Return on Invested Capital (ROIC) of 28.6% since its listing, although the ROIC for the previous year was only 9.12%, suggesting a decline in investment returns [6].

Market Overview - The beverage and dairy sector experienced a decline of 0.33% on August 28, with Miaokelan leading the drop [1] - The Shanghai Composite Index closed at 3843.6, up 1.14%, while the Shenzhen Component Index closed at 12571.37, up 2.25% [1] Stock Performance - Notable gainers in the beverage and dairy sector included: - Liziyuan (605337) with a closing price of 14.60, up 2.96% and a trading volume of 369,700 shares, totaling 533 million yuan [1] - Sanyuan (600429) closed at 4.87, up 2.74% with a trading volume of 508,900 shares, totaling 252 million yuan [1] - Major decliners included: - Miaokelan (600882) closed at 26.30, down 3.34% with a trading volume of 134,600 shares, totaling 352 million yuan [2] - Qishi Dairy (832786) closed at 10.89, down 2.51% with a trading volume of 137,200 shares, totaling 150 million yuan [2] Capital Flow - The beverage and dairy sector saw a net outflow of 178 million yuan from institutional investors and 118 million yuan from retail investors, while individual investors contributed a net inflow of 296 million yuan [2] - Key stocks with significant capital flow included: - Liziyuan (605337) had a net inflow of 24.83 million yuan from institutional investors, while retail investors had a net outflow of 15.99 million yuan [3] - New Dairy (002946) experienced a net inflow of 21.01 million yuan from institutional investors, but a net outflow of 2.02 million yuan from retail investors [3]

Core Insights - The company Li Ziyuan (605337) reported a total revenue of 621 million yuan for the first half of 2025, a year-on-year decrease of 8.53%, while the net profit attributable to shareholders increased by 1.05% to 96.12 million yuan [1] - The company's gross margin improved by 4.18% to 39.86%, and the net margin increased by 10.48% to 15.47% [1] - The financial report indicates a general performance with mixed results, highlighting a significant decrease in operating cash flow per share by 58.79% to 0.21 yuan [1] Financial Performance - Total revenue for 2025 was 621 million yuan, down from 679 million yuan in 2024, reflecting a decline of 8.53% [1] - Net profit attributable to shareholders rose to 96.12 million yuan from 95.12 million yuan, marking a slight increase of 1.05% [1] - The gross margin for the period was 39.86%, up from 38.26%, while the net margin improved to 15.47% from 14.00% [1] - Total expenses (selling, administrative, and financial) amounted to 137 million yuan, accounting for 22.04% of revenue, an increase of 8.5% year-on-year [1] Cash Flow and Debt - Operating cash flow per share decreased significantly by 58.79% to 0.21 yuan, indicating reduced cash inflow from operations [1] - The company’s interest-bearing liabilities increased by 30.79% to 757.1 million yuan, reflecting a rise in financial leverage [1] - Short-term borrowings surged by 426.77%, attributed to increased pledged loans and bank acceptance bill discounts [2] Asset and Liability Changes - The company saw a 20.97% decrease in cash and cash equivalents, totaling 605 million yuan [1] - Accounts receivable dropped by 36.83% to 1.44 million yuan, indicating improved collection efficiency [1] - The construction in progress increased by 336.81%, reflecting ongoing investments in new projects [2] Operational Insights - The decline in revenue was attributed to intensified market competition and adjustments in sales strategy [4] - Sales expenses decreased by 7.24%, while financial expenses rose significantly by 108.68% due to reduced bank interest income [4] - The company’s return on invested capital (ROIC) was reported at 9.12%, with a historical median of 28.6%, indicating a need for improved capital efficiency [5]

Summary of Li Ziyuan's Conference Call Company Overview - **Company**: Li Ziyuan - **Date**: August 27, 2025 Key Points Industry and Market Dynamics - Traditional channels are facing significant challenges due to market conditions and consumer recovery fatigue, leading to an approximate 8% decline in overall revenue for the first half of 2025 [3][4] - Fragmentation in distribution channels has notably impacted traditional circulation channels, while snack wholesale systems and e-commerce have shown growth [3][5] Financial Performance - In July, sales increased by a single-digit percentage year-on-year, with gross margin rising by 1.5 percentage points to 41.5%, and net profit growing by over 10% [12] - The company reported a slight increase in gross margin due to lower raw material costs, despite a decline in revenue leading to lower capacity utilization and increased depreciation costs [3][7] Product and Channel Adjustments - The company continues to focus on dairy beverages while expanding into vitamin water, which has seen over 70% growth, although its overall impact on revenue remains limited [4][6] - Vitamin water sales reached approximately 20 million yuan, primarily through convenience stores and e-commerce, with plans to expand sales channels next year [2][6] Cost Control and Management Strategy - The company has locked in prices for bulk powder, which constitutes about 35% of total costs, ensuring cost advantages will continue into the next year [7] - A new spray powder factory is expected to be operational by the end of this year or early next year, allowing for cost-effective raw material procurement [7] Management Changes - Following the second-generation succession, the management team has been rejuvenated, with a focus on optimizing management structure and improving operational efficiency [8][9] Sales Team and Product Strategy - The sales team has been restructured to include younger personnel, with a focus on adapting to market changes [9] - The product strategy emphasizes dairy beverages while exploring new product lines in health and nutrition [9][10] Future Outlook - The company anticipates a seasonal increase in sales in the second half of the year, particularly from September to November, which is expected to be the peak sales period [12][28] - Full-year sales for vitamin water are projected to be around 50 million yuan, with ongoing efforts to enhance brand presence and channel distribution [20] Dividend Policy - The company plans to maintain a high dividend payout ratio, with a dividend of 0.24 yuan per share for the first half of 2025, representing approximately 95% of earnings [29] Challenges and Strategic Responses - Traditional circulation channels are under pressure, prompting the company to strengthen its presence in alternative channels such as convenience stores and retail systems [27] - The company is preparing for new product launches in the upcoming year, focusing on various packaging and flavor options [22] Additional Insights - The company has experienced a decline in direct sales, particularly in the second quarter, due to strategic adjustments in online sales of dairy products [22] - E-commerce remains a critical channel for brand promotion, although it has not yet turned profitable, with losses of approximately 3 to 4 million yuan in the first half of the year [18][19] This summary encapsulates the key insights from Li Ziyuan's conference call, highlighting the company's current challenges, strategic adjustments, and future outlook in the beverage industry.

Core Insights - Li Ziyuan reported a stable performance in the first half of 2025, with operating revenue of 621 million yuan and a net profit attributable to shareholders of 96.12 million yuan, reflecting a year-on-year growth of 1.05% [1] - The company announced a profit distribution plan, proposing a cash dividend of 2.40 yuan per 10 shares, totaling approximately 91.96 million yuan, which accounts for 95.67% of the half-year net profit, indicating a strong commitment to shareholder returns [1] - As a leading player in the dairy beverage industry, Li Ziyuan holds nearly 50% market share in sweet milk beverages, maintaining its top position in the segment according to Frost & Sullivan research data [1] Business Development - The company is expanding its production capacity nationwide, with stable operations in production bases located in Jinhua, Jiangxi, Qujing, and Hebi, and the second phase of the Jiangxi Li Ziyuan project is set to commence production by the end of 2024 [1] - Li Ziyuan has been recognized as a "Smart Factory" in Zhejiang Province, showcasing significant results from its smart transformation efforts [1] Brand and Innovation - The company has appointed actor Cheng Yi as its brand ambassador and launched a new advertising slogan to enhance brand influence and connect with younger consumers [1] - Li Ziyuan emphasizes research and development, holding 211 effective patents and 474 registered trademarks, and actively participates in the formulation of national standards, demonstrating strong technical capabilities [2] Future Outlook - Looking ahead to the second half of the year, Li Ziyuan plans to continue optimizing its product structure and market channel development to ensure steady growth in its core dairy beverage business while enhancing brand value and market competitiveness [2]

Market Overview - The beverage and dairy sector experienced a decline of 1.4% on August 27, with Zhuangyuan Pasture leading the drop [1] - The Shanghai Composite Index closed at 3800.35, down 1.76%, while the Shenzhen Component Index closed at 12295.07, down 1.43% [1] Stock Performance - Notable gainers in the beverage and dairy sector included: - Aluminum Wine Foods: Closed at 40.47, up 6.56% with a trading volume of 139,100 shares and a turnover of 544 million yuan [1] - Yiming Foods: Closed at 24.43, up 5.57% with a trading volume of 292,700 shares and a turnover of 694 million yuan [1] - Liziyuan: Closed at 14.18, up 3.28% with a trading volume of 322,500 shares and a turnover of 448 million yuan [1] - Major decliners included: - Zhuangyuan Pasture: Closed at 9.83, down 3.91% with a trading volume of 98,500 shares and a turnover of 99.2 million yuan [2] - Chengde Lulule: Closed at 8.69, down 3.87% with a trading volume of 452,000 shares and a turnover of 400 million yuan [2] - Xibu Muye: Closed at 11.86, down 3.10% with a trading volume of 198,400 shares and a turnover of 240 million yuan [2] Capital Flow - The beverage and dairy sector saw a net outflow of 408 million yuan from institutional investors, while retail investors contributed a net inflow of 459 million yuan [2] - Specific stock capital flows included: - Liziyuan: Net outflow of 24.91 million yuan from institutional investors [3] - Yiming Foods: Net inflow of 18.32 million yuan from institutional investors [3] - Zhuangyuan Pasture: Net outflow of 19.94 million yuan from retail investors [3]

Financial Performance - The company's total revenue is 621 million yuan, with a net profit attributable to shareholders of 96.12 million yuan, ranking 6th among disclosed peers, showing an increase of 1.05% year-on-year [1] - The net cash flow from operating activities is 81.24 million yuan, ranking 8th among disclosed peers [1] Profitability Metrics - The latest asset-liability ratio is 46.40% [3] - The latest gross profit margin is 39.86%, ranking 5th among disclosed peers, with a year-on-year increase of 1.60 percentage points, marking three consecutive years of growth [3] - The latest return on equity (ROE) is 5.87%, ranking 4th among disclosed peers [3] - The diluted earnings per share (EPS) is 0.25 yuan, ranking 5th among disclosed peers, with a year-on-year increase of 4.17% [3] Efficiency Ratios - The latest total asset turnover ratio is 0.21 times [3] - The latest inventory turnover ratio is 1.91 times [3] Shareholder Structure - The number of shareholders is 31,300, with the top ten shareholders holding 262 million shares, accounting for 66.47% of the total share capital [3] - The largest shareholder is Lishui Water Drip Spring Investment Development Co., Ltd., holding 32.22% [3]