中信证券股份有限公司 关于北京沃尔德金刚石工具股份有限公司 股东向特定机构投资者询价转让股份的核查报告 上海证券交易所： 中信证券股份有限公司（以下简称"中信证券"或"组织券商"）受委托担任陈继 锋、陈涛（以下合称"转让方"）以向特定机构投资者询价转让（以下简称"询价转让"） 方式减持所持有的北京沃尔德金刚石工具股份有限公司（以下简称"公司"或"沃尔德"） 首次公开发行前已发行股份的组织券商。 经核查，中信证券就本次询价转让的股东、受让方是否符合《上海证券交易所科创 板上市公司自律监管指引第 4 号——询价转让和配售（2025 年 3 月修订）》（以下简 称"《询价转让和配售指引》"）要求，本次询价转让的询价、转让过程与结果是否公 平、公正，是否符合《询价转让和配售指引》的规定作出如下报告说明。 一、本次询价转让概况 （一）本次询价转让转让方 截至 2025 年 10 月 30 日，转让方所持公司首发前股份的数量及占公司总股本比例 情况如下： | 序号 | 股东名称 | 持股数量（股） | 持股比例 | | --- | --- | --- | --- | | 1 | 陈继锋 | 51,892,611 | 34 ...

1 北京沃尔德金刚石工具股份有限公司 2025 年第二次临时股东会会议资料 北京沃尔德金刚石工具股份有限公司 2025 年第二次临时股东会会议资料 证券代码：688028 证券简称：沃尔德 北京沃尔德金刚石工具股份有限公司 2025 年第二次临时股东会会议资料 二〇二五年十一月 目 录 | 2025年第二次临时股东会会议须知 3 | | --- | | 2025年第二次临时股东会投票议程 5 | | 2025年第二次临时股东会议案 7 | | 议案一《关于取消监事会的议案》 7 | | 议案二《关于变更注册资本并修订<公司章程>及其附件的议案》 8 | | 议案三《关于修订及制定部分公司治理制度的议案》 10 | 2 北京沃尔德金刚石工具股份有限公司 2025 年第二次临时股东会会议资料 北京沃尔德金刚石工具股份有限公司 2025 年第二次临时股东会会议须知 为了维护全体股东的合法权益，确保股东会的正常秩序和议事效率，保证会 议的顺利进行，根据《中华人民共和国公司法》、《中华人民共和国证券法》、中 国证券监督管理委员会《上市公司股东会规则》以及《北京沃尔德金刚石工具股 份有限公司章程》、《北京沃尔德金刚石工具 ...

Core Insights - The general equipment sector experienced a 1.2% increase on November 6, with Chongde Technology leading the gains at 18.53% [1] - The Shanghai Composite Index closed at 4007.76, up 0.97%, while the Shenzhen Component Index closed at 13452.42, up 1.73% [1] Stock Performance Summary - Chongde Technology (301548) closed at 61.59, up 18.53% with a trading volume of 121,400 shares and a transaction value of 725 million [1] - World (688028) closed at 56.39, up 11.22% with a trading volume of 117,700 shares and a transaction value of 636 million [1] - Liande Co., Ltd. (605060) closed at 40.36, up 10.00% with a trading volume of 142,900 shares and a transaction value of 571 million [1] - Wuzhou Xinchun (603667) closed at 47.84, up 8.02% with a trading volume of 580,900 shares and a transaction value of 2.746 billion [1] - Wu Zhi Electromechanical (300503) closed at 31.23, up 7.91% with a trading volume of 277,000 shares and a transaction value of 84.5 million [1] Capital Flow Analysis - The general equipment sector saw a net inflow of 142 million from institutional investors, while retail investors contributed a net inflow of 390 million [2] - The sector experienced a net outflow of 532 million from speculative funds [2] Individual Stock Capital Flow - Wuzhou Xinchun (603667) had a net inflow of 44.5 million from institutional investors, but a net outflow of 27.8 million from speculative funds [3] - Chongde Technology (301548) saw a net inflow of 88.1 million from institutional investors, with a net outflow of 28.2 million from speculative funds [3] - Aywei Co., Ltd. (002559) had a net inflow of 246 million from institutional investors, but a net outflow of 86.6 million from speculative funds [3]

Core Insights - The report from Hualong Securities highlights the resilience of China's tool exports, with a significant export value of 200.01 billion yuan from January to September 2025, reflecting a year-on-year growth of 5.34% [1][2] - The import value during the same period was 64.19 billion yuan, showing a modest growth of 0.96%, indicating a focus on high-end products [1][2] Export and Import Overview - China's tool export value is 3.12 times that of imports, solidifying its position as a core supplier in the global tool supply chain [2] - Major export products include drill bits (69.29 billion yuan) and circular saw blades (34.61 billion yuan), catering to the basic needs of global infrastructure and manufacturing [2] - Imports are primarily high-end products, with the import value of carbide blades (28.38 billion yuan) and drill bits (8.96 billion yuan) indicating a reliance on core technologies [2] Product Structure Analysis - Export volume has increased while prices have decreased, leading to intensified competition; for instance, drill bit exports grew by 6.22% but the average price fell by 2.03% [3] - The average import price for similar products is significantly higher than export prices, with coated blades averaging 3.2 times the export price, highlighting a gap in material processing and precision manufacturing capabilities [3] - Demand for super-hard tools is rising, benefiting from upgrades in industries like aerospace and precision molds, while traditional products face pressure from international competition [3] Market Distribution - Drill bits are primarily exported to major manufacturing countries such as the US, Germany, and Russia, while blade exports are distributed to countries like Russia, India, and Germany, showing strong market resilience [4] - Imports are heavily concentrated from Japan and Europe, with Japan accounting for 25.7% of coated blade imports and a staggering 74.22% for non-coated blades [4] Investment Targets - Companies to watch include World (688028.SH), Huarui Precision (688059.SH), Oke Yi (688308.SH), and Xinxin Co. (688257.SH) [5]

Group 1 - The core viewpoint of the news is that Walde has seen a significant increase in its stock price, rising by 5.2% to 51.58 CNY per share, with a trading volume of 243 million CNY and a turnover rate of 3.23%, leading to a total market capitalization of 7.786 billion CNY [1] - Walde Diamond Tools Co., Ltd. is located in Langfang City, Hebei Province, and was established on August 31, 2006, with its listing date on July 22, 2019. The company specializes in the research, production, and sales of ultra-high precision and high precision superhard tools and superhard material products [1] - The main business revenue composition of Walde includes superhard tools at 78.59%, cemented carbide tools at 14.31%, superhard materials at 5.72%, and others at 1.38% [1] Group 2 - From the perspective of major fund holdings, data shows that one fund under Huatai PineBridge has a significant position in Walde. The Huatai Zhongzheng 2000 ETF (159536) held 3,934 shares in the third quarter, accounting for 0.36% of the fund's net value, making it the second-largest holding [2] - The Huatai Zhongzheng 2000 ETF (159536) was established on September 13, 2023, with a latest scale of 53.8093 million CNY. Year-to-date returns are at 33.84%, ranking 1348 out of 4216 in its category; the one-year return is 39.26%, ranking 955 out of 3901; and since inception, the return is 38.16% [2]

Market Overview - The general equipment sector experienced a decline of 1.05% on November 4, with Lixing Co. leading the drop [1] - The Shanghai Composite Index closed at 3960.19, down 0.41%, while the Shenzhen Component Index closed at 13175.22, down 1.71% [1] Top Gainers - Baose Co. saw a significant increase of 20.00%, closing at 26.22 with a trading volume of 550,700 shares and a transaction value of 1.414 billion [1] - Xintian Technology rose by 11.92%, closing at 4.60 with a trading volume of 1,436,800 shares and a transaction value of 658 million [1] - Rongyi Precision increased by 10.52%, closing at 25.85 with a trading volume of 217,700 shares and a transaction value of 568 million [1] Top Losers - Lixing Co. fell by 7.60%, closing at 22.36 with a trading volume of 418,200 shares and a transaction value of 960 million [2] - Hanwei Technology decreased by 6.70%, closing at 52.88 with a trading volume of 237,000 shares and a transaction value of 1.276 billion [2] - Boying Special Welding dropped by 6.52%, closing at 39.70 with a trading volume of 146,200 shares and a transaction value of 596 million [2] Capital Flow - The general equipment sector saw a net outflow of 1.314 billion from institutional investors, while retail investors contributed a net inflow of 1.046 billion [2] - The sector's capital flow indicates a mixed sentiment, with institutional investors withdrawing funds while retail investors increased their positions [2] Individual Stock Capital Flow - Xue Ren Group had a net inflow of 4.91 billion from institutional investors, but a net outflow of 1.89 billion from speculative funds [3] - Huadong CNC experienced a net inflow of 2.60 billion from institutional investors, with a net outflow of 1.15 billion from speculative funds [3] - Tongfei Co. had a net inflow of 98.6685 million from institutional investors, while retail investors saw a net outflow of 1.10 billion [3]

Core Insights - Wald's stock increased by 5.24% to 54.20 CNY per share, with a trading volume of 264 million CNY and a turnover rate of 3.37%, resulting in a total market capitalization of 8.181 billion CNY [1] Company Overview - Beijing Wald Diamond Tools Co., Ltd. is located in Langfang City, Hebei Province, and was established on August 31, 2006, with its listing date on July 22, 2019 [1] - The company's main business involves the research, production, and sales of ultra-high precision and high precision superhard tools and superhard material products [1] - The revenue composition of the main business includes: superhard tools 78.59%, cemented carbide tools 14.31%, superhard materials 5.72%, and others 1.38% [1] Fund Holdings - One fund under Huatai PineBridge holds Wald as a significant position, with the Huatai Zhongzheng 2000 ETF (159536) holding 3,934 shares, accounting for 0.36% of the fund's net value, making it the second-largest holding [2] - The Huatai Zhongzheng 2000 ETF was established on September 13, 2023, with a latest scale of 53.8093 million CNY and has achieved a year-to-date return of 33.9%, ranking 1461 out of 4216 in its category [2] - The fund manager, Sun Hao, has a cumulative tenure of 2 years and 68 days, with total assets under management of 24.248 billion CNY and a best fund return of 136.22% during his tenure [2]

Group 1 - The cultivated diamond concept declined by 2.96%, ranking among the top declines in the concept sector, with *ST Yanzhen hitting the limit down, and companies like Lili Diamond and Huanghe Xuanfeng also experiencing significant declines [1][2] - Among the cultivated diamond sector, only two stocks saw price increases, with Hengsheng Energy rising by 3.02% and Chaohongji by 0.22% [1][2] - The cultivated diamond sector experienced a net outflow of 621 million yuan in main funds, with 14 stocks seeing net outflows, and six stocks having outflows exceeding 50 million yuan [2] Group 2 - The top net outflow stock was Huanghe Xuanfeng, with a net outflow of 94.57 million yuan, followed by Lili Diamond and Chuchang New Materials with outflows of 92.44 million yuan and 71.14 million yuan respectively [2][3] - The stocks with the highest net inflows included Hengsheng Energy and Guoli Electronics, with net inflows of 3.83 million yuan and 2.27 million yuan respectively [3]

证券代码：688028 证券简称：沃尔德 公告编号：2025-048 北京沃尔德金刚石工具股份有限公司 股东询价转让定价情况提示性公告 股东陈继锋、陈涛保证向北京沃尔德金刚石工具股份有限公司提供的信息 内容不存在任何虚假记载、误导性陈述或者重大遗漏，并对其真实性、准确性 和完整性依法承担法律责任。 本公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 一、本次询价转让初步定价 （一）经向机构投资者询价后，北京沃尔德金刚石工具股份有限公司（以下 简称"公司"）股东询价转让（以下简称"本次询价转让"）初步确定的转让价格 为 40.88 元/股，对应转让底价的有效认购倍数约为 1.77 倍。 （二）参与本次询价转让报价的机构投资者家数为 15 家，涵盖了基金管理 公司、合格境外机构投资者、证券公司、私募基金管理人等专业机构投资者。 （三）本次询价转让拟转让股份已获全额认购，初步确定受让方为 12 家机 构投资者，拟受让股份总数为 1,509,490 股。 二、风险提示 （一）本次询价转让受让方及受让股数仅为初步结果，尚存在拟转让股份被 司法冻结、扣划等风险。询价转让的最终结果以中国证券登记结算有限责任 ...

Core Viewpoint - Wald (688028) announced a preliminary transfer price of 40.88 yuan per share based on the inquiry subscription situation as of October 31, 2025 [1] Group 1 - The proposed transfer shares have been fully subscribed, with a total of 1.5095 million shares to be transferred [1] - The preliminary determined transferees include 12 institutional investors [1]