苏州纳芯微电子股份有限公司监事会 关于作废 2022 年及 2023 年限制性股票激励计划 部分限制性股票的核查意见 苏州纳芯微电子股份有限公司监事会 2025 年 10 月 30 日 根据《中华人民共和国公司法》（以下简称"《公司法》"）《中华人民共和 国证券法》（以下简称"《证券法》"）《上市公司股权激励管理办法》（以下简 称"《管理办法》"）《上海证券交易所科创板股票上市规则》（以下简称"《上 市规则》"）《科创板上市公司自律监管指南第 4 号——股权激励信息披露》等 法律法规及《苏州纳芯微电子股份有限公司 2022 年限制性股票激励计划（草案）》 （以下简称"《2022 年激励计划》"）《苏州纳芯微电子股份有限公司 2023 年限 制性股票激励计划（草案）》（以下简称"《2023 年激励计划》"）《苏州纳芯 微电子股份有限公司章程》（以下简称"《公司章程》"）的规定，苏州纳芯微电 子股份有限公司（以下简称"公司"）监事会对公司作废 2022 年及 2023 年限制性 股票激励计划部分限制性股票相关事项进行审核，发表核查意见如下： 2 根据《管理办法》、《2022 年激励计划》及《2022 年限制性股票 ...

本公司监事会及全体监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、准确性和完整性依法承担法律责任。 一、监事会会议召开情况 苏州纳芯微电子股份有限公司（以下简称"公司"）第三届监事会第二十次 会议于 2025 年 10 月 30 日在公司会议室以现场及通讯会议相结合的方式召开， 会议已于 2025 年 10 月 24 日以通讯方式发出会议通知。会议应出席监事 3 名， 实际出席监事 3 名，会议由严菲女士主持，会议的召集、召开、表决程序符合《中 华人民共和国公司法》（以下简称"《公司法》"）和《苏州纳芯微电子股份有限公 司章程》（以下简称《" 公司章程》"）的相关规定，所作决议合法有效。经与会监 事表决，会议形成如下决议： 二、监事会会议审议情况 （一）审议通过《关于公司<2025 年第三季度报告>的议案》 证券代码：688052 证券简称：纳芯微 公告编号：2025-042 苏州纳芯微电子股份有限公司 第三届监事会第二十次会议决议公告 表决结果：同意票 3 票，反对票 0 票，弃权票 0 票。 具体内容详见同日在上海证券交易所网站（www.sse.com.cn）上披露的《 ...

Core Insights - The latest national top-level design continues to fuel the trend of domestic substitution and self-reliance in Chinese technology [11] - Companies in the semiconductor and new materials sectors are experiencing significant growth due to the demand for domestic alternatives and the overall expansion of the electric vehicle market [1][2][3][4] Group 1: Company Performance - Naxin Microelectronics reported a revenue of approximately 1.524 billion yuan in the first half of 2025, a year-on-year increase of 79.49%, with over 30% of revenue coming from automotive electronics [1] - The company has shipped over 980 million automotive chips, indicating a strong market presence [1] - Guoke Tanmei, a new materials company, is set to launch a thousand-ton industrial demonstration line in Huzhou, Zhejiang, in 2024, focusing on coal-based hard carbon production [3] Group 2: Market Trends - The demand for domestic chips has surged due to the push for supply chain security following U.S. sanctions, leading to increased capital inflow and talent return to the semiconductor sector [2] - The air spring technology developed by Konghui Technology has filled a domestic gap, achieving over 40% market share in the air spring market for electric vehicles [4][5] - The electric vehicle market is expected to see significant growth in the fourth quarter, driven by policy adjustments such as changes in the purchase tax for new energy vehicles [5] Group 3: Challenges and Strategies - Despite the growth, companies face challenges such as financing pressures and the need for continuous technological iteration [7][9] - Naxin Microelectronics is preparing for a secondary listing in Hong Kong to bolster its capital reserves and support its global market strategy [8] - Companies are focusing on enhancing core capabilities and expanding into international markets to mitigate risks associated with industry volatility [9][10]

Core Viewpoint - Naxin Micro (688052.SH) has re-applied for listing on the Hong Kong Stock Exchange after a previous application lapsed in April 2025, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and international market promotion [1][4]. Group 1: Company Overview - Naxin Micro, established in 2013, is a leading provider of analog chips in China, focusing on sensor products, signal chain chips, and power management chips [4][8]. - The company was previously known as the "super fundraising king" after raising approximately 5.58 billion yuan during its A-share IPO in April 2022, significantly exceeding its initial target of 750 million yuan [4][5]. Group 2: Financial Performance - Naxin Micro's revenue for the years 2022 to 2025 (first half) was reported as 1.67 billion yuan, 1.31 billion yuan, 1.96 billion yuan, and 1.52 billion yuan respectively, indicating overall revenue growth [9]. - However, the company recorded net losses of 250 million yuan in 2022, 305 million yuan in 2023, 403 million yuan in 2024, and 78.01 million yuan in the first half of 2025, totaling a cumulative loss of 458 million yuan over three years [9][10]. Group 3: Market Position and Strategy - Naxin Micro ranks fifth among Chinese manufacturers in the analog chip market by revenue in 2024 and is the leading company in the automotive analog chip sector [8][9]. - The company plans to increase R&D investment, expand its product range, and enhance international market operations while maintaining a focus on key customer collaborations [9][10]. Group 4: Profitability and Margin Trends - The gross margin of Naxin Micro decreased from 48.5% in 2022 to 33.9% in 2023, further declining to 28% in 2024, representing a drop of 20.5 percentage points [10]. - The company attributes the decline in gross margin to intensified market competition and necessary price adjustments to maintain competitiveness, although a recovery to 32.9% is expected in the first half of 2025 due to increased market demand and strategic product optimization [10].

Core Viewpoint - Naxin Micro (688052.SH) has applied for a listing on the Hong Kong Stock Exchange after a previous application lapsed in April 2025, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and international market promotion [1][4] Company Overview - Naxin Micro, established in 2013, is a leading provider of analog chips in China, known for its strong performance in the automotive chip sector [3][5] - The company was previously recognized as the "super fundraising king" after raising approximately 5.58 billion yuan during its A-share IPO in April 2022, significantly exceeding its initial target [3][5] Financial Performance - Naxin Micro's revenue for the years 2022 to 2025 (first half) was reported as 1.67 billion yuan, 1.31 billion yuan, 1.96 billion yuan, and 1.52 billion yuan respectively, indicating overall revenue growth [6][7] - Despite revenue growth, the company has recorded net losses for two consecutive years, totaling 458 million yuan over the reporting period [6][7] Market Position - In the Chinese analog chip market, Naxin Micro ranks fifth among local manufacturers based on projected 2024 revenue, and it is the only company focusing on sensor products, signal chain chips, and power management chips among the top ten [5][6] - The company holds the top position in the Chinese automotive analog chip market and ranks second among all fabless manufacturers [6] Product Strategy - Naxin Micro focuses on high-performance analog and mixed-signal chip design, targeting applications in automotive electronics, energy, and consumer electronics [5] - The company plans to increase R&D investment, expand its product portfolio, and enhance international market operations while maintaining a focus on key customer collaborations [6][7] Profitability Challenges - The gross margin has declined from 48.5% in 2022 to 33.9% in 2023, further decreasing to 28% in 2024, attributed to intensified market competition and necessary price adjustments [7] - The company anticipates a recovery in gross margin to 32.9% in the first half of 2025, driven by increased market demand and strategic product optimization [7]

Core Viewpoint - Naxin Micro (SH688052), a company listed on the A-share Sci-Tech Innovation Board, has submitted an IPO application to the Hong Kong Stock Exchange, aiming to raise funds for enhancing technology capabilities, expanding product offerings, and increasing overseas market presence [2][5][22]. Financial Performance - Naxin Micro's revenue for the reporting periods was 1.67 billion RMB, 1.31 billion RMB, 1.96 billion RMB, and 1.52 billion RMB, with net profits of approximately 250 million RMB, -310 million RMB, -400 million RMB, and -78.01 million RMB respectively [16]. - The company's overall gross margin decreased from 48.5% to 33.9%, a decline of 14.6 percentage points, primarily due to intense competition leading to price adjustments [15][16]. Product Pricing and Margins - The average selling prices of Naxin Micro's main products have shown a downward trend, with signal chain chips dropping from 0.92 RMB to 0.5 RMB (46% decrease), power management chips from 2.16 RMB to 1.47 RMB (32% decrease), and sensor chips from 2.09 RMB to 0.66 RMB (68% decrease) [12][14]. - The gross margin for signal chain chips fell from 52.9% to 35.8%, and for power management chips, the decline was 18.2 percentage points [14][15]. Market Position and Competition - Naxin Micro ranks 14th among all analog chip companies and 5th among Chinese manufacturers in the analog chip market, holding a market share of 0.9% [8]. - The company's products are primarily used in the broad energy sector, with revenue contributions of 69.3%, 58.8%, 49.8%, and 52.7% over the reporting periods [8]. Supplier and Customer Concentration - Naxin Micro operates on a Fabless model, leading to high supplier concentration, with over 60% of procurement from the top two suppliers in the first half of the year [5][18]. - The company relies heavily on distributors for revenue, with sales from distributors accounting for 83.9%, 74.5%, 71.5%, and 80.3% of total revenue during the reporting periods [15]. Strategic Intentions - The IPO aims to enhance the company's competitive edge and support its internationalization strategy, allowing for diversified financing channels [22]. - Naxin Micro has a goodwill of 504 million RMB, primarily from the acquisition of Shanghai Maigen Microelectronics [22].

Investment Rating - The report initiates coverage on 纳芯微 (688052.SH) with an "Accumulate" rating, setting a target price of 207 CNY, with an upside target of 221 CNY [3][12][68]. Core Insights - The automotive electronics application enhancement and domestic substitution open growth space for the company. The domestic automotive analog chip market is expected to grow at a CAGR of 18% from 2025 to 2029, surpassing consumer electronics by 2029. The current domestic substitution rate is only 5%, indicating a rapid acceleration in the trend. The company's analog chip business is projected to achieve a CAGR of 25% from 2024 to 2027, increasing its market share from 0.9% in 2024 to 1.2% in 2027 [1][9][22]. - The increase in new energy vehicle sales and electrification drives the company's automotive business growth. The penetration rate of electric vehicles in China is nearing 50%, with the value of analog chips per vehicle expected to reach 2200-4000 CNY by 2029. The company's current product coverage per vehicle is 1300 CNY, expected to reach 1500 CNY by year-end. The company is anticipated to benefit from the demand expansion for PMIC and isolation chips driven by high-voltage platform penetration, with its automotive business market share projected to grow from 1.8% in 2024 to 2.8% in 2026 [2][10][35]. - The horizontal acquisition of 麦歌恩 (Maguan) positions the sensor business as a major segment for the company. The increase in single-vehicle usage of magnetic sensors driven by new energy vehicles makes it the fastest-growing segment in the Chinese sensor market. The company is expected to achieve the consolidation of 麦歌恩 by the end of 2024, exceeding its performance commitments for 2024. The sensor business is projected to account for over 30% of total revenue, with the magnetic sensor market share expected to exceed 10% by 2025-2026 [2][11][43]. Financial Data and Valuation - The company is forecasted to achieve revenues of 31.65 billion CNY and 39.25 billion CNY for 2025 and 2026, respectively, with corresponding PS ratios of 8.3x and 6.7x. The target price is based on a 7.5x PS for 2026 [3][4][68]. - The revenue growth rates are projected at 61.4% for 2025 and 24.0% for 2026, with a gross margin expected to improve to 38.2% by 2026 [4][64].

Core Viewpoint - The semiconductor sector in the Hong Kong stock market has shown strong performance this year, with notable increases in stock prices for several companies, including Suzhou Naxin Microelectronics Co., Ltd. (Naxin Micro), which has filed for an IPO on the Hong Kong Stock Exchange to raise funds for various strategic initiatives [2][3]. Company Overview - Naxin Micro was established in May 2013 and went public on the Shanghai Stock Exchange's Sci-Tech Innovation Board in April 2022, with a market capitalization exceeding 25.7 billion RMB after a stock price increase of over 38% this year [3]. - The company focuses on chip research and design, providing high-performance and reliable products and solutions in automotive electronics, general energy, and consumer electronics [3][4]. Product Categories - Naxin Micro's product offerings include three main categories: sensor products, signal chain chips, and power management chips, forming a complete system link from perception to power supply [3][4]. - Sensor products convert physical quantities or environmental changes into electronic signals, while signal chain chips ensure the accuracy and integrity of electronic signals [4][6]. Market Position - According to Frost & Sullivan, Naxin Micro ranks 14th among all analog chip companies and 5th among Chinese manufacturers in the analog chip market, with a market share of 0.9% [6]. - In the digital isolation chip market, Naxin Micro holds the 1st position among Chinese manufacturers and 2nd overall, with a market share of 15.6% [6]. Financial Performance - Naxin Micro's revenue from 2022 to 2024 was 1.67 billion RMB, 1.31 billion RMB, and 1.96 billion RMB, respectively, with profits showing a trend of continuous losses [7][9]. - The company reported a revenue increase of 79.49% to 1.52 billion RMB in the first half of 2025, although it still faced a loss of 78 million RMB [8][9]. Pricing Trends - The average selling prices of Naxin Micro's products have been declining, particularly for sensor products, which have seen significant price drops [9][10]. Customer and Supplier Concentration - Naxin Micro's revenue from its top five customers accounted for 43.8%, 43.0%, 36.9%, and 28.8% of total revenue from 2022 to the first half of 2025, indicating a high dependency on a few major clients [12]. - The company also faces high supplier concentration, with the top five suppliers accounting for 90.5%, 86.8%, 82.3%, and 86.4% of total procurement during the same period [12]. Inventory Management - Naxin Micro's inventory has been increasing, with recorded values of 593 million RMB, 805 million RMB, 823 million RMB, and 1.042 billion RMB from 2022 to the first half of 2025, leading to concerns about potential impairment risks due to high competition in the analog chip sector [12]. Industry Context - In the context of global semiconductor industry restructuring and accelerated domestic substitution, Naxin Micro's development trajectory serves as an important reference for the industry [13].

苏州纳芯微电子股份有限公司 关于重新向香港联合交易所有限公司递交H股发行及上市的 申请并刊发申请资料的公告 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。 苏州纳芯微电子股份有限公司（以下简称"公司"）正在进行申请境外发行 股份（H 股）并在香港联合交易所有限公司（以下简称"香港联交所"）主板上 市（以下简称"本次发行 H 股及上市"或"本次发行"）的相关工作。 根据本次发行的时间安排，公司已于 2025 年 10 月 27 日向香港联交所重新 递交了本次发行的申请，并于同日在香港联交所网站刊登了本次发行的申请资 料。该申请资料为公司按照香港证券及期货事务监察委员会及香港联交所的要求 编制和刊发，为草拟版本，其所载资料可能会适时作出更新和变动。 证券代码：688052 证券简称：纳芯微 公告编号：2025-040 英文： https://www1.hkexnews.hk/app/sehk/2025/107808/documents/sehk25102701517. 2025 年 10 月 29 日 pdf 需要特别予以说明的是 ...

Core Viewpoint - The company is advancing its application for overseas issuance of shares (H-shares) and plans to list on the main board of the Hong Kong Stock Exchange [1] Group 1 - The company has resubmitted its issuance application to the Hong Kong Stock Exchange on October 27, 2025, and published the application materials on the exchange's website, noting that the content may be updated [1] - The subscription targets are qualified investors both domestically and internationally, and the company will not publish materials in domestic media, providing a link for inquiries on the Hong Kong Stock Exchange website [1] - The issuance is subject to approval from relevant regulatory authorities, indicating uncertainty, and the company will disclose progress in a timely manner [1]