思瑞浦微电子科技（苏州）股份有限公司 2025 年半年度募集资金存放与实际使用情况的专项报告 根据中国证券监督管理委员会《上市公司监管指引第 2 号——上市公司募集 资金管理和使用的监管要求》、《上海证券交易所科创板股票上市规则》以及《上 海证券交易所科创板上市公司自律监管指引第 1 号——规范运作》等有关规定， 现就思瑞浦微电子科技（苏州）股份有限公司（以下简称"公司"）2025 年半年 度（以下简称"报告期"）募集资金存放与实际使用情况专项说明如下： 一、募集资金基本情况 1、首次公开发行股票募集资金 根据中国证券监督管理委员会于 2020 年 8 月 18 日签发的证监许可 [2020]1824 号文《关于同意思瑞浦微电子科技（苏州）股份有限公司首次公开发 行股票注册的批复》，公司获准向境内投资者首次公开发行人民币普通股 20,000,000 股，每股发行价格为人民币 115.71 元，股款以人民币缴足，募集资金 总额为人民币 2,314,200,000.00 元。公司共计支付承销保荐费用含增值税金额计人 民币 161,901,432.00 元（不含增值税金额为人民币 152,737,200.00 元） ...

关于使用募集资金置换预先支付交易现金对价的自 筹资金的公告 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。 思瑞浦微电子科技（苏州）股份有限公司（以下简称"公司"）于 2025 年 8 月 25 日召开了第四届董事会第六次会议及第四届监事会第六次会议，审议通 过了《关于使用募集资金置换预先支付交易现金对价的自筹资金的议案》。本议 案无需提交股东会审议。现将相关情况公告如下： | 证券代码：688536 | 证券简称：思瑞浦 | 公告编号：2025-051 | | --- | --- | --- | | 转债代码：118500 | 转债简称：思瑞定转 | | 思瑞浦微电子科技（苏州）股份有限公司 一、募集资金基本情况 根据《思瑞浦微电子科技（苏州）股份有限公司发行可转换公司债券及支付 现金购买资产并募集配套资金报告书》，本次募集资金使用计划如下： 单位：人民币元 | 序号 | 项目 | 募集资金拟投入金额 | | --- | --- | --- | | 1 | 支付本次交易的现金对价及中介机构费用 | 383,380,000 ...

| 证券代码：688536 | 证券简称：思瑞浦 | 公告编号：2025-049 | | --- | --- | --- | | 转债代码：118500 | 转债简称：思瑞定转 | | 思瑞浦微电子科技（苏州）股份有限公司 第四届监事会第六次会议决议公告 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 思瑞浦微电子科技（苏州）股份有限公司（以下简称"公司"）第四届监事 会第六次会议通知已于 2025 年 8 月 15 日发出，会议于 2025 年 8 月 25 日以现场 结合通讯表决的方式召开，应参与表决的监事 3 人，实际参与表决的监事 3 人。 本次会议由监事会主席何德军主持。会议的召集与召开符合《中华人民共和国公 司法》（以下简称"《公司法》"）和《思瑞浦微电子科技（苏州）股份有限公司章 程》（以下简称"《公司章程》"）的相关规定，表决形成的决议合法、有效。 二、监事会会议审议情况 （一）审议通过《关于<2025 年半年度报告>及其摘要的议案》 公司监事会认为： （二）审议通过《关于<2025 ...

Financial Performance - The company reported a significant increase in revenue for the first half of 2025, achieving a total of 500 million RMB, representing a 25% growth compared to the same period last year[1]. - The company's revenue for the first half of 2025 increased by 87.33% year-over-year, driven by growth in industrial, automotive, communication, and consumer electronics sectors[21]. - The company's operating revenue for the first half of the year reached ¥949,149,546.38, representing an increase of 87.33% compared to the same period last year[23]. - The net profit attributable to shareholders for the reporting period was 65.69 million RMB, marking a turnaround from a loss[22]. - Basic earnings per share for the reporting period was 0.50 RMB, compared to a loss of 0.50 RMB in the same period last year[21]. - The company achieved a 25.03% quarter-over-quarter revenue growth in Q2 2025[21]. - The net profit after excluding non-recurring gains and losses was 37.70 million RMB, indicating a significant improvement[22]. - The overall gross margin for the first half of 2025 was 46.38%, a decrease of 1.65 percentage points compared to the same period last year[57]. - The total profit for the period was ¥68,443,929.04, a significant turnaround from a loss of ¥65,056,161.85 in the previous year[23]. Market Expansion and Strategy - The company has provided a positive outlook for the second half of 2025, projecting a revenue growth of 30% year-over-year, driven by new product launches and market expansion strategies[1]. - The company is actively pursuing market expansion, targeting Southeast Asia, with plans to establish a local office by Q3 2025[1]. - A strategic acquisition of a smaller tech firm is in progress, which is anticipated to enhance the company's technological capabilities and market share[1]. - The company aims to become a platform-based analog chip design firm, leveraging its advanced technology and product quality to enter the supply chains of well-known clients across various sectors[39]. - The company plans to enhance its product development and customer service capabilities while expanding its market presence both domestically and internationally[40]. Research and Development - Research and development efforts have led to the introduction of two new product lines, expected to contribute an additional 100 million RMB in revenue over the next year[1]. - Research and development expenses accounted for 28.29% of operating revenue, a decrease of 22.67 percentage points from the previous year[21]. - Continuous investment in R&D is crucial for maintaining product competitiveness and expanding the product matrix, which is essential for sustained revenue growth[41]. - The company maintained a strong R&D investment, totaling CNY 268 million in the first half of 2025, representing a year-on-year increase of 3.98% and accounting for 28.29% of revenue[61]. - The company has applied for a total of 614 domestic invention patents and has been granted 178, establishing a strong intellectual property protection framework[61]. Operational Efficiency - The company has implemented new operational strategies aimed at improving efficiency, which are expected to reduce costs by approximately 10% in the upcoming fiscal year[1]. - The company effectively controlled the growth of expenses related to research, sales, and management, despite significant revenue increases[22]. - The company is committed to improving its operational efficiency and management practices to support its expanding business scale[42]. Financial Position and Risks - The company maintained a strong financial position with approximately 3.65 billion yuan in cash and investment balances at the end of the reporting period[57]. - The company has identified potential risks related to supply chain disruptions, which could impact production timelines and costs[1]. - The company has a high reliance on key suppliers, which poses a risk if there are adverse changes in supplier operations or capacity[87]. - The company is facing risks related to inventory impairment and goodwill impairment due to potential changes in market demand and competition[89]. Product Development - The product portfolio includes a wide range of analog and mixed-signal products, covering applications in industrial, automotive, communication, consumer electronics, and healthcare sectors[44]. - The company has launched significant new products, including a 138dB high common-mode rejection ratio amplifier and a 16-bit high-precision current output DAC for industrial applications[59]. - The company is developing new products such as DCDC switching power supplies and PoE power supplies, with plans to launch them by 2025[145]. Shareholder and Governance - The board has approved a profit distribution plan, although no dividends will be issued this period, focusing instead on reinvestment for growth[1]. - The company has established a long-term incentive mechanism to attract and retain talent, which may impact its operating performance due to equity incentive costs[90]. - The company plans to implement a stable dividend distribution policy, prioritizing cash dividends while considering sustainable development[128]. - The company will ensure that the compensation system aligns with the execution of the company's return measures[122]. Acquisitions and Partnerships - The company completed the acquisition of 100% equity in Chuangxin Micro for CNY 383 million, enhancing its strategic layout and business synergy[64]. - The company is actively pursuing business integration with Chuangxin Microelectronics and exploring new acquisition opportunities to enhance its product lines and market share[43].

| 证券代码：688536 | 证券简称：思瑞浦 | 公告编号：2025-048 | | --- | --- | --- | | 转债代码：118500 | 转债简称：思瑞定转 | | 第四届董事会第六次会议决议公告 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、准确性和完整性依法承担法律责任。 一、董事会会议召开情况 思瑞浦微电子科技（苏州）股份有限公司（以下简称"公司"）第四届董事 会第六次会议通知已于 2025 年 8 月 15 日发出，会议于 2025 年 8 月 25 日在公司 会议室以现场结合通讯表决的方式召开。本次会议应参加董事 9 名，实际参加董 事 9 名。本次会议由董事长 ZHIXU ZHOU（周之栩）主持。会议的召集与召开 符合《中华人民共和国公司法》和《思瑞浦微电子科技（苏州）股份有限公司章 程》等相关规定，表决形成的决议合法、有效。 二、董事会会议审议情况 （一）审议通过《关于<2025 年半年度报告>及其摘要的议案》 公司董事会认为《2025 年半年度报告》及其摘要的编制和审议程序符合法 律、行政法规及中国证券监督管理委员会的 ...

思瑞浦公告，2025年上半年营业收入9.49亿元，同比增长87.33%。净利润6568.67万元，上年同期亏损 6563.85万元。 ...

Core Viewpoint - The semiconductor industry is undergoing significant transformation driven by emerging technologies such as 5G, AI, and IoT, necessitating companies to strategically focus on high-potential technology sectors while also being willing to divest from less promising areas [2][3]. Group 1: Strategic Shifts in Semiconductor Companies - Major semiconductor companies are increasingly adopting a "cut and focus" strategy, which involves exiting less profitable segments to concentrate resources on high-value areas [4][5]. - Companies like AMD, Philips, Texas Instruments, Intel, and NVIDIA have successfully transformed by implementing similar strategic shifts, demonstrating the importance of market insight and timely decision-making [4][5]. Group 2: Recent Industry Developments - Samsung, SK Hynix, and Micron have announced plans to cease DDR4 production, redirecting resources towards higher-margin products like DDR5 and HBM due to declining profitability in the DDR4 market [7][8][9][10]. - Micron has also decided to halt mobile NAND development, focusing instead on SSD and automotive NAND markets, reflecting a strategic realignment towards more profitable segments [12][13]. - Samsung's exit from MLC NAND production is driven by its marginal contribution to revenue and the shift towards more advanced NAND technologies [15]. Group 3: Company-Specific Strategic Decisions - SK Hynix has closed its CIS department to focus on high-bandwidth memory (HBM) production, capitalizing on the growing demand in AI server markets [19][20]. - TSMC has announced its exit from GaN foundry services, citing low profitability and high competition, while also planning to phase out its 6-inch wafer production to concentrate on advanced processes [21][22][23]. - NXP is closing several 8-inch wafer fabs to invest in 12-inch manufacturing, aligning with the industry's shift towards larger wafers for better efficiency and cost-effectiveness [24][25][26]. Group 4: Broader Industry Trends - The semiconductor industry is witnessing a trend of companies divesting from low-margin businesses and reallocating resources to high-potential areas such as AI and advanced manufacturing processes [46][47]. - This trend reflects a broader industry movement towards optimizing business structures and enhancing competitiveness in a rapidly evolving market landscape [46][47].

Group 1 - The Shanghai Composite Index is at 3783.05 points, above the five-day moving average, with a change of 0.32% [1] - The total trading volume of A-shares today is 1,080.3 billion yuan [1] - A total of 276 A-shares have prices that have surpassed the five-day moving average, with notable stocks including San Chuan Wisdom, Ping Gao Co., and Tong Hui Electronics, showing divergence rates of 13.32%, 13.23%, and 9.93% respectively [1] Group 2 - The top three stocks with the highest divergence rates from the five-day moving average are: - San Chuan Wisdom (300066) with a price increase of 20.06% and a divergence rate of 13.32% [2] - Ping Gao Co. (688227) with a price increase of 19.99% and a divergence rate of 13.23% [2] - Tong Hui Electronics (833509) with a price increase of 16.85% and a divergence rate of 9.93% [2] - Other notable stocks include Ding Tai Gao Ke (301377) with a divergence rate of 8.41% and An Fu Technology (603031) with a divergence rate of 7.32% [2]

Core Viewpoint - The company announces a share reduction plan by its Vice President and Director, Feng Ying, due to personal funding needs, involving a maximum of 540,000 shares, which is up to 0.4% of the total share capital [3][10]. Group 1: Shareholding Information - As of the announcement date, Feng Ying holds 9,161,459 shares, representing 6.75% of the company's total share capital [2]. - The shares held by Feng Ying were acquired before the company's initial public offering and are subject to a lock-up period that ended on September 21, 2023 [2][3]. Group 2: Reduction Plan Details - Feng Ying plans to reduce his holdings through block trades or centralized bidding within three months after the announcement, starting 15 trading days later [3]. - The reduction price will be determined based on market conditions at the time of the sale, and adjustments will be made if there are changes in share structure during the reduction period [3][10]. Group 3: Previous Commitments - Feng Ying had previously committed not to transfer or manage his shares for 36 months post-IPO and has specific annual limits on share transfers thereafter [6][8]. - The commitments include conditions for extending the lock-up period if the stock price falls below the issue price within six months post-IPO [6][8]. Group 4: Compliance and Legal Framework - The reduction plan complies with relevant laws and regulations, including the Company Law and Securities Law, ensuring no circumstances prevent the share reduction [10]. - The company and its shareholders will adhere to disclosure obligations during the reduction process [10].

Mergers and Acquisitions - ST Jinggu plans to sell 51% stake in Huayin Wood Industry, which is expected to constitute a major asset restructuring. The sale will be settled in cash and will not change the controlling shareholder or actual controller of the company. The revenue from Huayin Wood Industry is projected to account for 87.02% of the company's total revenue in 2024, leading to a significant decline in the company's main business scale and potentially triggering delisting risk warning indicators [1] - Zhengye Technology intends to sell 92.07% stake in its subsidiary Zhengye Jiukun through public listing, with a minimum transfer price of 100,000 yuan. The transaction aims to optimize resource allocation, improve asset operation efficiency, and focus on core business [2] - Yunnan Baiyao plans to acquire 100% stake in An Guo Shi Ju Yao Tang Pharmaceutical Co., Ltd. for 660 million yuan. The target company specializes in the production and sales of traditional Chinese medicine pieces and has a stable profitability [3] Performance Disclosure - Chipeng Microelectronics reported a 106% year-on-year increase in net profit attributable to shareholders, reaching 90.49 million yuan, with a revenue of 636 million yuan, up 40.32% [4] - Tongxing Technology achieved a net profit growth of 166% year-on-year, amounting to 52.48 million yuan, with a revenue of 405 million yuan, reflecting a 33.49% increase [5] - Dongfang Caifu reported a 37.27% year-on-year increase in net profit attributable to shareholders, totaling 5.567 billion yuan, with total revenue of 6.856 billion yuan, up 38.65% [6] Shareholding Changes - A shareholder, Zhongyi Weiye, plans to reduce its stake in Aosaikang by up to 2%, equivalent to 18.56 million shares, within three months after the announcement. The reduction is due to the shareholder's operational development needs [7] - The controlling shareholder's concerted actor, Yiyang Investment, intends to reduce its stake in Jizhi Technology by up to 1.05%, or 273,640 shares, within three months after the announcement, driven by funding needs [8] - Feng Ying, a director and deputy general manager of SIRUI, plans to reduce his stake by up to 0.4%, or 54,000 shares, within three months after the announcement, due to personal funding needs [9] Risk Matters - A customer of Awai New Materials, TPI Composites, Inc., has filed for bankruptcy protection, which may impact the company's performance. The company has accounts receivable of approximately 32.37 million yuan due by November 30, 2025, and is assessing the situation to protect its interests [10] - A major shareholder of Huitian New Materials, Zhang Feng, has been sentenced to seven years and nine months in prison for manipulating the securities market. This judgment is final and does not affect the company's operations or profits [11]