国泰海通证券股份有限公司 关于翱捷科技股份有限公司 一、本次现场检查的基本情况 （一）保荐人 国泰海通证券股份有限公司 （二）保荐代表人 王鹏程、龚思琪 （三）现场检查时间 2024 年度持续督导工作现场检查报告 上海证券交易所： 国泰海通证券股份有限公司（以下简称"国泰海通"、"保荐人"）作为翱捷 科技股份有限公司（以下简称"上市公司"或"公司"）首次公开发行股票并在 科创板上市的保荐人，根据《中华人民共和国公司法》《中华人民共和国证券法》 《证券发行上市保荐业务管理办法》《上海证券交易所科创板股票上市规则》（以 下简称"《上市规则》"）和《上海证券交易所上市公司自律监管指引第 11 号—— 持续督导》等有关法律法规的规定，对公司 2024 年度（以下简称"本持续督导 期间"）的规范运作情况进行了现场检查，现就现场检查的有关情况报告如下： 2025 年 4 月 7 日至 2025 年 4 月 10 日 （四）现场检查人员 王鹏程、彭云峰 （五）现场检查内容 现场检查人员对本持续督导期内发行人公司治理及内部控制、信息披露、独 立性、与关联方的资金往来、募集资金使用情况、关联交易、对外担保、重大对 外投资、公司 ...

Investment Rating - The investment rating for the company is "Buy" with a target price not specified [4]. Core Viewpoints - The company achieved a revenue of 3.386 billion RMB in 2024, representing a year-on-year increase of 30.23%. However, the net profit attributable to the parent company was -693 million RMB, a decline of 37.01% year-on-year [1][3]. - The company is experiencing strong growth in its chip business, particularly in the cellular IoT segment, which has led to significant revenue increases. The main business segments include chip products (89.02%), custom chip services (9.92%), and semiconductor IP licensing (1.04%) [1][2]. - The company continues to invest heavily in R&D, with approximately 1.242 billion RMB allocated in 2024, accounting for 36.68% of its revenue. This investment supports ongoing product upgrades and technological innovation [2][3]. Financial Data and Projections - The company forecasts revenues of 4.571 billion RMB in 2025, with a growth rate of 35%. The projected net profit for 2025 is -330 million RMB, improving to 60 million RMB in 2026 and 199 million RMB in 2027 [3][11]. - The EBITDA for 2024 is projected at 861.49 million RMB, with a significant increase in operating income expected in the following years [3][11]. - The company’s total assets are projected to reach 9.845 billion RMB by 2027, with a debt-to-equity ratio of 41.42% [11].

Group 1 - The core viewpoint of the article highlights that Aojie Technology has experienced revenue growth but continues to face increasing losses, indicating a challenging financial situation despite optimistic market ratings from securities firms [2][3][8] - Aojie Technology reported a revenue of 3.386 billion yuan for 2024, a year-on-year increase of 30.23%, but a net profit attributable to shareholders of -693 million yuan, reflecting ongoing financial struggles [3][4] - The company has been consistently unprofitable since its establishment, with cumulative losses nearing 1.5 billion yuan over the past three years, despite increasing revenue [4][5] Group 2 - The company has heavily invested in research and development (R&D), with R&D expenses amounting to 1.006 billion yuan in 2022 and 1.086 billion yuan in 2023, which has contributed to its ongoing losses [5][6] - Aojie Technology's R&D team has grown to over 1,100 personnel, with total compensation exceeding 786 million yuan in 2023, indicating a significant commitment to maintaining a competitive edge in the technology-intensive chip industry [5][6] - The company has filed for 39 invention patents and 19 integrated circuit layout designs in 2024, with a total of 158 valid invention patents held by the end of the year, showcasing its focus on innovation despite financial challenges [6][8] Group 3 - The chip industry is characterized by high technical and capital intensity, leading to a common phenomenon of "burning money" among companies, including Aojie Technology, which faces significant pressure to maintain R&D investments amid fierce competition [2][8] - Analysts from Zhongtai Securities and Guosen Securities have issued optimistic ratings for Aojie Technology, predicting revenue growth from 3.386 billion yuan in 2024 to 6.195 billion yuan in 2026, despite anticipated continued losses in the near term [8]

Core Viewpoint - The Sci-Tech Innovation 100 Index (000698) has shown strong performance, with significant increases in both the index and its constituent stocks, indicating a positive market sentiment towards technology companies in the Sci-Tech Innovation Board [3][4]. Performance Summary - As of April 10, 2025, the Sci-Tech Innovation 100 Index rose by 4.56%, with notable gains from stocks such as Shengyi Electronics (688183) up 13.18% and Huazhu High-Tech (688433) up 12.94% [3]. - The Sci-Tech 100 Index ETF (588030) increased by 4.37%, marking its third consecutive rise, with a latest price of 0.93 yuan [3]. - Over the past three months, the ETF has accumulated a rise of 4.44% [3]. Liquidity and Trading Activity - The ETF experienced a turnover rate of 3.81% during the trading session, with a total transaction volume of 229 million yuan [3]. - The average daily trading volume over the past year reached 474 million yuan, ranking first among comparable funds [3]. Fund Growth and Inflows - The ETF's scale increased by 371 million yuan over the past year, placing it second among comparable funds [4]. - In the last two weeks, the ETF's shares grew by 11.4 million, also ranking second among comparable funds [4]. - There has been a net inflow of funds for three out of the last four trading days, totaling 65.72 million yuan, with an average daily net inflow of 16.43 million yuan [4]. Leverage and Returns - The ETF's financing net purchase amount reached 4.0364 million yuan, with a financing balance of 33.2 million yuan as of the previous trading day [4]. - The ETF's net value increased by 11.71% over the past year, with a maximum monthly return of 27.67% since inception [4]. - The ETF has a Sharpe ratio of 1.04 over the past year, indicating strong risk-adjusted returns [4]. Fee Structure and Tracking Accuracy - The management fee for the ETF is 0.15%, and the custody fee is 0.05%, which are the lowest among comparable funds [4]. - The tracking error over the past six months is 0.018%, demonstrating high tracking accuracy compared to similar funds [4]. Index Composition - As of March 31, 2025, the top ten weighted stocks in the Sci-Tech Innovation 100 Index accounted for 23.76% of the index, with Hengxuan Technology (688608) being the highest at 3.11% [6][8].

Group 1 - Aojie Technology (688220.SH) released its 2024 annual report on April 8, 2025, with 234 institutional investors disclosing holdings of 247 million shares, accounting for 58.99% of the total share capital [1] - The top ten institutional investors include Alibaba (China) Network Technology Co., Ltd., Ningbo Jiexin Ruiwei Enterprise Management Partnership (Limited Partnership), and others, holding a combined 48.17% of shares, which is a decrease of 1.28 percentage points from the previous quarter [1] Group 2 - In the public fund sector, eight funds reported a decrease in holdings compared to the previous quarter, with a reduction rate of 1.79% [2] - A total of 217 new public funds were disclosed this period, including notable funds such as Jiashi Shanghai Stock Exchange Science and Technology Innovation Board Chip ETF and others [2]

Fundraising Overview - The company raised a total of RMB 6,882,722,844.06 from the issuance of 41,830,089 shares at a price of RMB 164.54 per share, with net proceeds amounting to RMB 6,546,432,006.84 after deducting issuance costs of RMB 336,290,837.22 [1] - The funds were verified by PwC and were received on January 10, 2022 [1] Fund Usage and Balance - As of December 31, 2024, the balance of the fundraising account was RMB 428,857,006.38, including interest income [2] - In 2024, the company used RMB 594,306,406.84 of the raised funds, with a cumulative total of RMB 1,982,146,147.92 used [2] - The company utilized RMB 154,744,242.52 of over-raised funds for share buybacks in 2024, totaling RMB 814,826,595.21 cumulatively [2] - Over-raised funds of RMB 780,328,173.29 were used to permanently supplement working capital, with a cumulative total of RMB 3,158,261,309.12 [2] Fund Management - The company established a fundraising management system to ensure proper management and usage of the funds, including a dedicated account for fundraising [3] - The company signed a tripartite supervision agreement with its sponsor and banks for the management of the fundraising account [3] Cash Management - The company approved the use of up to RMB 450 million of temporarily idle funds for cash management, allowing for investment in safe and liquid financial products [6] - A subsequent approval allowed for an additional RMB 200 million for cash management under similar conditions [7] Project Funding and Adjustments - The company did not have any early investments or replacements for fundraising projects in 2024 [4] - There were no instances of using idle funds temporarily to supplement working capital [5] - The company approved the conclusion of the "5G Industrial IoT Chip Project" and decided to use the remaining funds for working capital [11] Share Buyback - The company approved a share buyback plan using over-raised funds, with a total amount not less than RMB 50 million and not exceeding RMB 100 million [12] - As of December 31, 2024, the company used RMB 175,213,695.86 of over-raised funds for share buybacks in 2024 [12] Issues and Compliance - The company confirmed that there were no issues with the timely, truthful, accurate, and complete disclosure of fundraising information [14]

Financial Performance - The company has not achieved profitability since its listing due to high R&D costs and low gross margins in the wireless communication chip design industry[3]. - The board approved a profit distribution plan for 2024, stating no distribution of profits or reserves due to negative retained earnings[6]. - The company reported a significant increase in revenue, reaching 1.5 billion yuan, representing a 25% year-over-year growth[14]. - The company achieved operating revenue of CNY 3,385,742,818.95 in 2024, representing a year-on-year increase of 30.23%[25]. - The net profit attributable to shareholders was a loss of CNY 693,013,679.18, worsening from a loss of CNY 505,821,343.77 in the previous year[25]. - Basic and diluted earnings per share were both -CNY 1.70, reflecting an increase in loss of CNY 0.48 per share compared to the previous year[27]. - The company's total assets decreased by 10.44% year-on-year, amounting to CNY 6,536,868,670.00 at the end of 2024[26]. - The company reported a net profit margin of 10%, an increase from 8% in the previous year, showcasing improved profitability[18]. - The comprehensive gross margin for the reporting period was 23.19%, a decrease of 0.86 percentage points year-on-year[154]. Research and Development - The company is focused on continuous R&D investment despite the current lack of profitability, indicating a long-term growth strategy[3]. - The company is investing in R&D for AI technology, with a budget allocation of 200 million yuan for the upcoming fiscal year[14]. - Research and development expenses for the year totaled CNY 124,180,660.00, an increase of 11.30% compared to the previous year[28]. - The total R&D investment accounted for 36.68% of the operating revenue, a decrease of 6.24 percentage points from the previous year[117]. - The company has a strong R&D team, with 1,138 personnel, accounting for 89.75% of the total workforce, and an average salary of approximately $68,710[125]. - The company applied for 39 invention patents and obtained 11 authorized invention patents in 2024, bringing the total number of effective authorized invention patents to 158[115]. - The company is currently advancing 12 R&D projects, including 5G smartphone SOC chips and 4G smartphone chips[45]. Market Competition and Strategy - The company faces significant competition from large domestic and international enterprises, impacting its sales scale and profitability[3]. - The company is considering strategic acquisitions to enhance its product offerings, with a budget of 500 million yuan earmarked for potential deals[14]. - The company has established partnerships with over 350 operators and successfully completed rigorous technical testing in 132 countries, enhancing its global market presence[50]. - The company has diversified its product line to cover various cellular and non-cellular network standards, enhancing its risk resilience through a multi-layered product strategy[131]. - The company is exposed to risks from international trade tensions, which may affect its ability to procure necessary technologies and components[150]. Operational Efficiency - The gross margin improved to 40%, up from 35% in the previous quarter, indicating better cost management[14]. - The company aims to reduce production costs by 15% through process optimization in the next fiscal year[14]. - The company has detailed various operational risks and corresponding mitigation measures in the report[4]. - The company has established a structured management system, utilizing a matrix management approach to enhance project efficiency and collaboration[77]. Future Outlook - The company provided a positive outlook for the next quarter, projecting a revenue growth of 20%[14]. - New product launches are expected to contribute an additional 300 million yuan in revenue over the next year[14]. - ASR Microelectronics plans to expand its market presence in Southeast Asia, targeting a 20% market share by 2025[18]. - The company is actively expanding its market presence in the cellular IoT segment, leading to a significant increase in chip sales[38]. Investor Relations and Transparency - The management has emphasized the importance of investor awareness regarding the risks associated with forward-looking statements[8]. - The company is committed to ensuring the accuracy and completeness of its financial reports as stated by its management[6]. - The company received an A-class rating for information disclosure from the Shanghai Stock Exchange for two consecutive years, reflecting its commitment to transparency and investor relations[56]. Product Development and Innovation - The company has developed a 5G multi-mode wireless communication chip that supports various network standards including 2G, 3G, 4G, and 5G[85]. - The company has launched a new low-power IoT chip, expected to capture significant market interest in the upcoming year[18]. - The company is developing a high-integration baseband RF integrated chip solution for 5G Redcap, which complies with the 3GPP R17 standard, with a total investment of approximately $240 million[121]. Risks and Challenges - The company faces risks of significant performance decline or losses due to ongoing market price pressures and potential underperformance in chip sales if the downstream market does not recover as expected[134]. - The company has a high reliance on a limited number of suppliers for production, which poses risks if any major disruptions occur at these suppliers[137]. - The company is currently in a loss-making position and is not expected to distribute cash dividends in the short term due to ongoing investments in R&D and product development[133].

证券代码：688220 证券简称：翱捷科技 公告编号：2025-012 翱捷科技股份有限公司 关于作废部分已授予尚未归属的限制性股票的公告 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、准确性和完整性依法承担法律责任。 翱捷科技股份有限公司（以下简称"翱捷科技"或"公司"）于 2025 年 4 月 7 日召开的第二届董事会第十三次会议、第二届监事会第十一次会议审议通过 了《关于作废部分已授予尚未归属的限制性股票的议案》，现将相关事项公告如 下： 披露了《关于独立董事公开征集委托投票权的公告》，根据公司其他独立董事的 委托，独立董事李峰先生作为征集人，就公司 2023 年第一次临时股东大会审议 的2023年限制性股票激励计划和2023年股票增值权激励计划相关议案向公司全 体股东征集委托投票权。 （三）2023 年 10 月 31 日至 2023 年 11 月 9 日，公司对 2023 年限制性股票 激励计划中确定的首次授予激励对象名单、2023 年股票增值权激励计划中确定 的激励对象名单在公司内部进行了公示。截至公示期满，公司监事会未收到任何 组织或个人对 ...

证券代码：翱捷科技 证券简称：688220 公告编号：2025-014 翱捷科技股份有限公司 2023 年股票增值权激励计划 第一个行权期符合行权条件的公告 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、准确性和完整性依法承担法律责任。 重要内容提示： | 行权期 | | 行权安排 | 行权比例 | | --- | --- | --- | --- | | | 自股票增值权授予日起 | 12 个月后的首个交易日起至 | | | 第一个行权期 | 24 股票增值权授予日起 | 个月内的最后一个交易日当 | 40% | | | 日止 | | | （3）行权价格：36.50 元/份 （4）授予人数：5 人 | 第二个行权期 | 自股票增值权授予日起 | 24 个月后的首个交易日起至 | 30% | | --- | --- | --- | --- | | | 股票增值权授予日起 | 36 个月内的最后一个交易日当 | | | | 日止 | | | | 第三个行权期 | 自股票增值权授予日起 | 36 个月后的首个交易日起至 | 30% | | | 股票增值权授予日 ...

证券代码：翱捷科技 证券简称：688220 公告编号：2025-013 翱捷科技股份有限公司 2023 年限制性股票激励计划 首次授予部分第一个归属期符合归属条件的公告 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、准确性和完整性依法承担法律责任。 重要内容提示： 一、公司 2023 年限制性股票激励计划（以下简称"本次激励计划"）批准 及实施情况 （一）本次激励计划方案及履行的程序 1、本次激励计划主要内容 （1）股权激励方式：第二类限制性股票 （2）授予数量：950.00 万股，其中首次授予 807.50 万股，预留授予 142.50 万股 （3）授予价格：21.50 元/股 （4）激励人数：首次授予 1,017 人，预留授予 731 人 （5）具体的归属安排如下： 首次授予的限制性股票归属安排如下表所示： | 归属期 | 归属安排 | | 归属比例 | | --- | --- | --- | --- | | 第一个归属期 | 自首次授予部分限制性股票授予日起 | 12 个月后的首 | 40% | 限制性股票拟归属数量：3,082,146 股 归属股 ...