河南蓝天燃气股份有限公司（以下简称"公司"）第六届董事会第十四次会 议于 2025 年 10 月 30 日在公司会议室召开。公司现有董事 9 人，实际出席并表 决的董事 9 人。 会议由公司董事长李新华先生主持，公司监事、高级管理人员列席了会议。 本次会议的召集、召开符合相关法律、法规及《公司章程》的有关规定。 二、会议议案审议情况 （一）审议通过《关于 2025 年第三季度报告的议案》 第六届董事会第十四次会议决议公告 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。 一、会议召开和出席情况 证券代码：605368 证券简称：蓝天燃气 公告编号：2025-061 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 河南蓝天燃气股份有限公司董事会 表决结果：同意票 9 票，反对票 0 票，弃权票 0 票。 根据公司 2025 年第三季度的实际情况编制了《2025 年第三季度报告》。具 体详见公司在上海证券交易所网站（www.sse.com.cn）上刊登的《蓝天燃气 2025 年第三季度报告》。 表决结果：同意票 ...

招商证券股份有限公司 关于河南蓝天燃气股份有限公司 增加部分闲置募集资金使用额度进行现金管理的核查意见 招商证券股份有限公司（以下简称"招商证券"、"保荐机构"）作为河南 蓝天燃气股份有限公司（以下简称"蓝天燃气"、"公司"）向不特定对象发行 可转换公司债券并持续督导的保荐机构，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》等相关法规和规范性文件的要求，对蓝天燃气增加部分闲置募集 资金使用额度进行现金管理的事项进行了核查，发表如下核查意见： 一、募集资金的基本情况 经中国证券监督管理委员会《关于同意河南蓝天燃气股份有限公司向不特定 对象发行可转换公司债券注册的批复》（证监许可〔2023〕1630 号）核准，公 司于 2023 年 8 月 15 日向不特定对象发行了 870 万张可转换公司债券，每张面值 100 元，发行总额 8.70 亿元，扣除本次发行费用后募集资金净额为 85,672.57 万 元。中兴财光华会计师事务所（特殊普通合伙）对本次发行的资金到位情况进行 了审验，并于 2023 年 8 月 21 日出具了中兴财光华审验字 ...

Core Insights - The company reported a significant decline in revenue and net profit for the third quarter of 2025 compared to the previous year [1] - Year-to-date figures also show a downward trend in both revenue and net profit [1] Financial Performance - For Q3 2025, the company achieved a revenue of 792 million yuan, a year-on-year decrease of 17.61% [1] - The net profit attributable to shareholders for Q3 2025 was 57.51 million yuan, down 47.76% year-on-year [1] - Basic earnings per share for Q3 2025 were 0.0805 yuan [1] Year-to-Date Results - For the first three quarters of 2025, the company reported a total revenue of 3.046 billion yuan, reflecting a year-on-year decline of 14.95% [1] - The net profit attributable to shareholders for the first three quarters was 262 million yuan, a decrease of 41.95% year-on-year [1] - Basic earnings per share for the first three quarters were 0.3668 yuan [1]

Financial Performance - The company's operating revenue for the third quarter was ¥792,056,334.42, a decrease of 17.61% compared to the same period last year[4] - The total profit for the quarter was ¥70,036,138.61, reflecting a decline of 51.70% year-over-year[4] - The net profit attributable to shareholders was ¥57,514,070.29, down 47.76% from the previous year[4] - The basic earnings per share for the quarter was ¥0.0805, a decrease of 48.73% compared to the same period last year[5] - Total operating revenue for the first three quarters of 2025 is CNY 3,045,868,270.06, a decrease of 15% compared to CNY 3,581,371,481.25 in the same period of 2024[20] - Net profit for the first three quarters of 2025 is CNY 264,331,519.63, a decline of 42% from CNY 456,888,844.01 in the previous year[21] - Earnings per share for the first three quarters of 2025 is CNY 0.3668, down from CNY 0.6465 in the same period of 2024[21] Assets and Liabilities - The total assets at the end of the reporting period were ¥5,887,130,177.83, a decrease of 5.29% from the end of the previous year[5] - The company's current assets totaled CNY 1,512,549,676.54, down from CNY 1,866,389,972.79, indicating a decrease of about 19%[15] - The total liabilities amounted to CNY 1,978,000,000.00, which is not explicitly detailed in the provided data but is essential for understanding the company's financial health[16] - The company's total liabilities as of the latest reporting period are CNY 2,554,118,288.42, slightly up from CNY 2,535,575,969.23[20] - The total equity attributable to shareholders decreased to CNY 3,268,689,955.51 from CNY 3,614,262,177.03, indicating a reduction of approximately 10%[20] Cash Flow - The net cash flow from operating activities for the year-to-date was ¥195,056,581.36, down 31.89% compared to the same period last year[5] - In the first three quarters of 2025, the cash inflow from operating activities was CNY 3,341,387,843.41, a decrease of 9.1% compared to CNY 3,676,196,120.69 in the same period of 2024[24] - The net cash flow from operating activities for the first three quarters of 2025 was CNY 195,056,581.36, down 31.9% from CNY 286,383,437.44 in 2024[24] - The cash outflow for investing activities in the first three quarters of 2025 was CNY 382,393,283.41, significantly higher than CNY 111,435,652.94 in 2024[25] - The net cash flow from investing activities was -CNY 374,837,353.49 in 2025, compared to -CNY 105,803,974.37 in 2024, indicating increased investment expenditures[25] - Cash inflow from financing activities decreased to CNY 545,000,000.00 in 2025 from CNY 640,000,000.00 in 2024, reflecting a 14.8% decline[25] - The net cash flow from financing activities was -CNY 486,014,552.43 in 2025, an improvement from -CNY 934,103,254.46 in 2024[25] Market Conditions and Strategies - The company attributed the decline in profits to a sluggish real estate market and weak downstream natural gas demand[9] - The company has implemented a "one factory, one policy" pricing mechanism to stabilize market share amid economic challenges[9] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 28,117[12] - There are no significant changes in shareholder structure or related party transactions reported during the period[14] Inventory and Fixed Assets - The company reported a significant increase in inventory, which rose to CNY 225,063,311.12 from CNY 215,200,767.96, indicating a growth of approximately 4.3%[15] - The company's fixed assets increased to CNY 3,043,221,559.50 from CNY 2,922,422,780.31, reflecting a growth of about 4.1%[16] Accounting Standards - The company did not apply new accounting standards for the year 2025[26]

Investment Rating - Maintain "Buy" rating for the environmental protection industry [1] Core Views - The Fourth Plenary Session emphasizes integrating green development into the modern industrial system, accelerating market-oriented resource allocation, and addressing local government debt as a key task for the 14th Five-Year Plan [9][10] - The report highlights significant growth in the environmental sector, particularly in clean energy, recycling resources, and waste management, driven by policy support and market reforms [12][14] Policy Tracking - The Fourth Plenary Session outlines the importance of green transformation as a systemic project across economic and social development, with specific measures to achieve carbon peak and neutrality goals [9][10] - Key initiatives include accelerating the construction of a dual control system for carbon emissions, promoting green low-carbon energy transformation, and enhancing the circular economy [10][11] Industry Trends - The environmental protection sector is witnessing a surge in new energy sanitation vehicle sales, with a year-on-year increase of 63.18% and a penetration rate rise of 6.29 percentage points to 17.40% [6][9] - The report notes improvements in the profitability of biodiesel production, with stable prices for waste cooking oil and rising net profits [12][14] Investment Recommendations - Focus on clean energy operations, particularly in green electricity and green hydrogen, with specific companies recommended for investment [12][14] - In the recycling sector, companies involved in biofuels and recycled plastics are highlighted as key investment opportunities [12][14] - The report suggests that market-oriented pricing reforms in waste and water management will enhance cash flow stability and profitability for companies in these sectors [13][14] Company Tracking - Longjing Environmental plans to raise 2 billion yuan through a private placement to enhance its capital structure and support growth in green electricity and energy storage [12][14] - The report indicates that companies in the solid waste sector are experiencing improved cash flow and dividend payouts, with notable increases in free cash flow and dividend ratios [19][20]

Investment Rating - The report maintains an "Overweight" rating for the gas industry [1] Core Insights - The report highlights that colder weather has led to an increase in gas prices in the US and China, while Europe has entered the inventory withdrawal season with a slight price increase [1][9] - It emphasizes the ongoing adjustments in pricing mechanisms and the gradual recovery of demand, suggesting a positive outlook for gas companies [1][48] Price Tracking - As of October 24, 2025, gas prices have changed week-on-week as follows: US HH +25.4%, European TTF +1.2%, East Asia JKM +0.5%, China LNG ex-factory +6.5%, and China LNG CIF +0.4% [9][11] - The report notes that the price inversion between domestic and international markets has ended [9] Supply and Demand Analysis - The US natural gas market saw a week-on-week price increase of 25.4% due to colder weather, with storage levels rising by 870 billion cubic feet to 38,080 billion cubic feet, a year-on-year increase of 0.6% [14] - In Europe, gas prices increased by 1.2% as the region entered the inventory withdrawal phase, with gas consumption from January to July 2025 reaching 265.4 billion cubic meters, a year-on-year increase of 5% [15] - Domestic gas prices in China rose by 6.5% due to colder weather, with apparent consumption from January to September 2025 increasing by 0.7% to 318.8 billion cubic meters [21][24] Pricing Progress - Nationwide, 65% of cities have implemented residential pricing adjustments, with an average increase of 0.21 yuan per cubic meter [33] - The report indicates that there is still a 10% room for price adjustment in the gas distribution sector [33] Investment Recommendations - The report recommends focusing on companies that can optimize costs and benefit from the ongoing pricing adjustments, highlighting key companies such as Xin'ao Energy, China Gas, and Kunlun Energy [49] - It suggests monitoring companies with quality long-term contracts and flexible scheduling capabilities, such as Jiufeng Energy and Xin'ao Shares [49] - The report also emphasizes the importance of energy independence and suggests关注ing companies with gas production capabilities like New Natural Gas and Blue Flame Holdings [49]

Core Points - The company, Henan Lantian Gas Co., Ltd., has announced a change in the sponsor representative for its convertible bond issuance project [1] - The original sponsor representatives were Liu Zhi and Liu Haiyan, with Liu Haiyan being replaced due to recent work changes [1] - The new sponsor representative, Jia Yin, will take over from Liu Haiyan starting October 21, 2025 [1] - The company expresses gratitude for Liu Haiyan's contributions during her tenure as a sponsor representative [2] - Jia Yin has a master's degree and has been involved in investment banking since 2013, with experience in various IPO and bond projects [4] Company Information - Henan Lantian Gas Co., Ltd. is engaged in the issuance of convertible bonds to unspecified investors [1] - The company is currently under the sponsorship of China Merchants Securities Co., Ltd. for this project [1] - The change in sponsor representatives is part of the ongoing compliance and supervision for the fundraising activities [1]

证券日报网讯 10月23日晚间，蓝天燃气发布公告称，近日，公司收到招商证券股份有限公司（简称"招 商证券"）出具的《关于更换保荐代表人的函》。招商证券为公司向不特定对象发行可转换公司债券项 目的保荐人，原指派的保荐代表人为刘智、刘海燕。现因刘海燕同志近期工作变动，不再适合继续履行 公司向不特定对象发行可转换公司债券项目的募集资金专项持续督导职责。为此，招商证券决定指派贾 音同志自2025年10月21日起接替刘海燕同志履行公司向不特定对象发行可转换公司债券项目的剩余督导 期的保荐工作事宜。 （文章来源：证券日报） ...

证券代码：605368 证券简称：蓝天燃气 公告编号：2025-060 债券代码：111017 债券简称：蓝天转债 招商证券为公司向不特定对象发行可转换公司债券项目的保荐人，原指派的 保荐代表人为刘智、刘海燕。现因刘海燕同志近期工作变动，不再适合继续履行 公司向不特定对象发行可转换公司债券项目的募集资金专项持续督导职责。为此， 招商证券决定指派贾音同志自2025年10月21日起接替刘海燕同志履行公司向不 特定对象发行可转换公司债券项目的剩余督导期的保荐工作事宜。 此次变更后，公司向不特定对象发行可转换公司债券项目持续督导保荐代表 人为刘智同志和贾音同志。 公司董事会对刘海燕同志在担任保荐代表人期间所做的工作表示衷心的感 谢。 特此公告。 河南蓝天燃气股份有限公司 关于更换保荐代表人的公告 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。 近日，河南蓝天燃气股份有限公司（以下简称"公司"）收到招商证券股份 有限公司（以下简称"招商证券"）出具的《关于更换保荐代表人的函》。 河南蓝天燃气股份有限公司董事会 2025 年 10 月 2 ...

Market Overview - The gas sector experienced a decline of 0.26% on October 21, with Shouhua Gas leading the losses [1] - The Shanghai Composite Index closed at 3916.33, up 1.36%, while the Shenzhen Component Index closed at 13077.32, up 2.06% [1] Individual Stock Performance - Baichuan Energy (600681) saw a significant increase of 10.07%, closing at 5.03 with a trading volume of 1.3646 million shares and a turnover of 643 million yuan [1] - Shouhua Gas (300483) led the declines with a drop of 5.11%, closing at 15.23 with a trading volume of 360,200 shares and a turnover of 551 million yuan [2] - Other notable gainers included Delong Huineng (000593) with a 6.00% increase and Guo Xin Energy (600617) with a 5.45% increase [1] Capital Flow Analysis - The gas sector experienced a net outflow of 833 million yuan from institutional investors, while retail investors saw a net inflow of 581 million yuan [2] - The table of capital flow indicates that Baichuan Energy had a net inflow of 16.6144 million yuan from institutional investors, while it faced outflows from both retail and speculative investors [3]