| 证券代码：605368 | 证券简称：蓝天燃气 | 公告编号：2025-038 | | --- | --- | --- | | 债券代码：111017 | 债券简称：蓝天转债 | | 河南蓝天燃气股份有限公司 关于控股股东增持公司股份计划的公告 本公司董事会、全体董事及相关股东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： 增持主体的基本情况 本次增持主体为河南蓝天燃气股份有限公司（以下简称"公司"）控股 股东河南蓝天集团股份有限公司（以下简称"蓝天集团"），本次增持 计划实施前，控股股东蓝天集团及一致行动人李新华合计持有公司无 限售流通股 352,910,384 股，占公司总股本 714,634,963 股的 49.38%。 增持计划的主要内容 基于对公司未来发展前景的信心及中长期投资价值的认可，同时为提 振投资者信心，切实维护投资者利益，促进公司持续、稳定、健康的 发展。蓝天集团拟通过上海证券交易所交易系统以集中竞价方式择机 增持公司 A 股股份。蓝天集团拟增持金额不低于 10,000 万元，不超过 15,000 万元，且增 ...

招商证券股份有限公司 关于河南蓝天燃气股份有限公司 发行股份购买资产暨关联交易限售股份解禁上市流通的核查意见 1 45,016,076 股。 截至 2025 年 6 月 17 日，公司因可转债转股导致总股本累计增加 21,836,087 股至 714,634,963 股。本次因可转债转股导致股本增加不涉及本次上市流通的限 售股股东。 三、本次限售股上市流通的有关承诺及履行情况 （一）关于股份限售的承诺 招商证券股份有限公司（以下简称"招商证券"、"独立财务顾问"）作为 河南蓝天燃气股份有限公司（以下简称"蓝天燃气"、"公司"）发行股份购买 资产暨关联交易（以下简称"本次交易"）的独立财务顾问，根据《上市公司重 大资产重组管理办法》《上市公司并购重组财务顾问业务管理办法》《上海证券 交易所上市公司自律监管指引第 11 号——持续督导》等相关法规和规范性文件 的要求，对蓝天燃气发行股份购买资产暨关联交易限售股份解禁上市流通事项进 行了核查，核查情况如下： 一、本次限售股上市类型 经中国证券监督管理委员会《关于核准河南蓝天燃气股份有限公司向长葛市 宇龙实业股份有限公司发行股份购买资产的批复》（证监许可[2022]1 ...

蓝天燃气（605368）公告，控股股东蓝天集团拟通过上海证券交易所交易系统以集中竞价方式增持公司 A股股份。增持金额不低于1亿元，不超过1.5亿元，且增持数量不超过目前总股本的2%。增持资金来源 为自有资金及增持专项贷款。蓝天集团已取得工商银行河南省分行出具的《贷款承诺函》，承诺提供不 超过1.35亿元的股票增持专项贷款，贷款期限3年。增持计划实施期间为自公告披露之日起12个月内。 ...

Investment Rating - The report maintains an "Accumulate" rating for the gas industry [1] Core Views - The report highlights a significant increase in inventory, a decline in US gas prices, and weak demand domestically, while European gas prices show a slight increase [1][10] - It emphasizes the ongoing adjustments in pricing mechanisms and the potential for demand recovery in 2025, alongside cost optimization for gas companies [1][54] Summary by Sections Price Tracking - As of May 23, 2025, US HH gas prices decreased by 4.8%, while European TTF prices increased by 5.8%. The prices for East Asia JKM and China's LNG showed increases of 5% and 5.5% respectively [10][12] Supply and Demand Analysis - US natural gas supply increased by 1.3% week-on-week to 1,118 billion cubic feet per day, with total demand rising by 4.2% to 982 billion cubic feet per day. However, the industrial sector saw a decrease in consumption by 0.9% [15] - European gas consumption for January-February 2025 was 115.5 billion cubic meters, up 11% year-on-year, while the average gas generation in Europe decreased by 15.5% week-on-week [17][26] Pricing Progress - Nationwide, 63% of cities have implemented residential pricing adjustments, with an average increase of 0.21 yuan per cubic meter. The report suggests that there is still a 10% room for price adjustment [39] Important Events - The US LNG import tariff was reduced from 140% to 25%, enhancing the economic viability of US gas imports [46] - The European Commission voted to introduce more flexible natural gas storage filling targets, allowing member states to achieve storage goals more easily [51] Investment Recommendations - The report recommends focusing on companies that can optimize costs and benefit from the ongoing pricing adjustments. Key recommendations include New Energy (5.2% dividend yield), China Gas (7.0% dividend yield), and Kunlun Energy (4.1% dividend yield) [54]

Core Insights - A new company, Henan Lantian Zhijia Technology Co., Ltd., has been established with a registered capital of 10 million yuan [1] - The company is wholly owned by Lantian Gas and has a diverse range of business activities including internet services, gas operations, and various design and consulting services [1] Company Overview - The legal representative of the company is Zhang Lingling [1] - The registered capital is 10 million yuan [1] - The company’s business scope includes both licensed and general projects, indicating a broad operational capacity [1] Business Activities - Licensed projects include sales of computer information system security products, construction engineering design, and gas-related services [1] - General projects encompass IoT application services, industrial engineering design, software development, and various retail and wholesale activities [1] - The company is involved in the manufacturing and sales of household appliances and related products, indicating a focus on consumer goods [1]

Core Viewpoint - The company plans to utilize part of its idle raised funds, not exceeding RMB 200 million, for cash management to enhance fund efficiency while ensuring normal operations are not affected [1][2]. Group 1: Cash Management Overview - The purpose of cash management is to improve fund utilization efficiency and achieve capital preservation and appreciation [2]. - The source of funds comes from the issuance of convertible bonds, totaling RMB 870 million, with a net amount of approximately RMB 856.73 million after deducting fees [2]. - The cash management product is a one-year fixed deposit with Industrial Bank, amounting to RMB 50 million, with an expected annualized return of 1.60% [2][3]. Group 2: Financial Data and Impact - As of December 31, 2023, the company's total assets were approximately RMB 6.72 billion, with total liabilities of about RMB 2.82 billion, resulting in net assets of around RMB 3.90 billion [5]. - The cash management initiative is expected to enhance the company's returns without compromising the normal implementation of fundraising projects [5]. Group 3: Decision Process and Oversight - The cash management proposal was approved in meetings held on March 25, 2025, by the board and supervisory committee [6]. - The independent directors and supervisory committee have the authority to oversee the use of cash management funds, and professional institutions may be engaged for audits if necessary [4].

证券代码：605368 证券简称：蓝天燃气 公告编号：2025-036 转债代码：111017 转债简称：蓝天转债 河南蓝天燃气股份有限公司 关于使用部分闲置募集资金进行现金管理的进展公告 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： 公司第六届董事会第十次会议及公司第六届监事会第八次会议，审议通过 了《关于使用部分闲置募集资金进行现金管理的议案》，同意公司使用总额不 超过人民币 2 亿元（含 2 亿元）的闲置募集资金进行现金管理。同时在 12 个月 内（含 12 个月）该资金额度可滚动使用（以保证募集资金项目建设和使用为前 提）。具体内容见公司 2025 年 3 月 26 日披露的《蓝天燃气关于使用部分闲置 募集资金进行现金管理的公告》（公告编号：2025-017）。 一、本次现金管理的概况 （一）现金管理目的 为进一步提高资金使用效率，合理利用闲置募集资金，在确保不影响公司正 常经营的前提下，公司拟使用总额不超过人民币 2 亿元（含 2 亿元）的闲置募集 资金进行现金管理，以更好实现公司资金的保值增值。 ...

Investment Rating - The report maintains an "Overweight" rating for the gas industry [1] Core Viewpoints - Demand remains weak in the US and domestic gas prices have declined, while European gas prices have slightly increased. The inventory levels are lower year-on-year [1][10] - The US LNG import tariff has been reduced from 140% to 25%, improving the economic feasibility of US gas imports [1][41] Summary by Sections Price Tracking - As of May 16, 2025, the week-on-week changes in gas prices are as follows: US HH -4.9%, European TTF +0.3%, East Asia JKM +3.8%, China LNG ex-factory -0.4%, and China LNG CIF -0.6% [10] Supply and Demand Analysis - After a brief period of high temperatures, the climate has returned to suitable temperatures, leading to continued weak demand. The average total supply of natural gas in the US increased by 0.4% week-on-week to 1,104 billion cubic feet per day, while total demand decreased by 0.4% to 944 billion cubic feet per day [14] - European gas consumption for January-February 2025 was 1,155 billion cubic meters, up 11% year-on-year. As of May 15, 2025, European gas inventory was 497 TWh, down 251.5 TWh year-on-year [16] Pricing Progress - Nationwide pricing adjustments are gradually advancing, with 63% of cities implementing residential pricing adjustments, resulting in an average increase of 0.21 yuan per cubic meter [34] Important Events - The reduction of the US LNG import tariff from 140% to 25% enhances the economic viability of US gas imports [41] - The European Commission has voted to introduce more flexible natural gas storage filling targets, allowing member states to achieve storage goals with greater flexibility [46][47] Investment Recommendations - The report suggests focusing on companies that can optimize costs and benefit from the ongoing pricing mechanism adjustments. Key recommendations include: - New Hope Energy (dividend yield 5.4%) - China Resources Gas (dividend yield 4.5%) - Kunlun Energy (dividend yield 4.5%) - China Gas (dividend yield 7.0%) - Blue Sky Gas (dividend yield 8.8%) [48]

Investment Rating - The report maintains an "Overweight" rating for the gas industry [1] Core Viewpoints - The report highlights weak demand in the US and domestic gas price declines, with European gas prices showing a slight increase. The US LNG import tariff has been reduced to 25% [1][48] - The supply is expected to remain ample, with gas companies optimizing costs and a continued adjustment of pricing mechanisms, leading to potential demand growth [48] Price Tracking - As of May 16, 2025, the weekly price changes for various gas prices are as follows: US HH -4.9%, European TTF +0.3%, East Asia JKM +3.8%, China LNG ex-factory -0.4%, and China LNG CIF -0.6% [10][1] - The average total supply of natural gas in the US increased by 0.4% week-on-week to 110.4 billion cubic feet per day, while total demand decreased by 0.4% to 94.4 billion cubic feet per day [14][1] Supply and Demand Analysis - The report notes that after a brief period of high temperatures, the climate has returned to suitable temperatures, leading to continued weak demand in the US natural gas market [14] - In Europe, natural gas consumption for the first two months of 2025 was 115.5 billion cubic meters, a year-on-year increase of 11% [16][1] - Domestic gas prices in China have slightly decreased by 0.4% due to slow demand recovery and ample supply [22][1] Pricing Progress - Nationwide pricing adjustments are gradually being implemented, with 63% of cities having executed residential pricing adjustments, resulting in an increase of 0.21 yuan per cubic meter [34][1] Important Events - The US LNG import tariff has been significantly reduced from 140% to 25%, enhancing the economic viability of US gas imports [41][1] - The European Commission has voted in favor of introducing more flexible natural gas storage filling targets to avoid supply shortages and price spikes [46][1] Investment Recommendations - The report recommends focusing on companies that can optimize costs and benefit from the easing supply conditions, such as Xin'ao Energy, China Resources Gas, and Kunlun Energy, among others [48][1]

Core Viewpoint - The company plans to utilize part of its idle raised funds for cash management to enhance fund efficiency and ensure the preservation and appreciation of its capital [3][11]. Summary by Sections Cash Management Overview - The cash management aims to improve fund utilization efficiency and is set to use up to RMB 200 million of idle raised funds [3]. - The funds are sourced from temporarily idle raised capital, with a total raised amount of RMB 870 million from convertible bonds, netting approximately RMB 856.73 million after fees [4]. Cash Management Product Details - The cash management product is a structured deposit with a principal amount of RMB 50 million, with a fixed annual interest rate of 1.50% and a floating rate dependent on market conditions [6]. - The deposit has a term of 184 days, starting from May 14, 2025, and maturing on November 14, 2025 [6]. Fund Flow and Management - All funds from this cash management initiative will be directed towards the structured deposit product offered by the bank [7]. - The company will adhere to strict regulations and internal controls to manage and supervise the investment, ensuring the safety of the funds [8]. Trustee Information - The cash management is entrusted to the Pingdingshan branch of Industrial Bank Co., Ltd., which is a publicly listed financial institution with no related party relationships with the company [9]. Impact on the Company - The cash management initiative is designed to not affect the normal implementation of the company's fundraising projects while effectively controlling risks, thereby benefiting shareholders [11].