| 证券代码：688590 | 证券简称：新致软件 | 公告编号：2025-028 | | --- | --- | --- | | 转债代码：118021 | 转债简称：新致转债 | | 上海新致软件股份有限公司 关于召开 2024 年度暨 2025 年第一季度业绩说明会的 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。 二、说明会召开的时间、地点 重要内容提示： 会议召开时间：2025 年 5 月 29 日（星期四）上午 10:00-11:00 会 议 召 开 地 点 ： 上 海 证 券 交 易 所 上 证 路 演 中 心 （ 网 址 ： https://roadshow.sseinfo.com/） 会议召开方式：上证路演中心网络互动 投资者可于 2025 年 5 月 22 日（星期四）至 5 月 28 日（星期三）16:00 前登录上证路演中心网站首页点击"提问预征集"栏目或通过公司邮箱 investor@newtouch.com 进行提问。公司将在说明会上对投资者普遍关注的问 题进行回答。 上海新致软件股份有限公司 ...

Core Viewpoint - The report summarizes the sponsorship activities of Changjiang Securities for Shanghai Xinzhi Software Co., Ltd.'s issuance of convertible bonds, highlighting the compliance with regulatory requirements and the management of fundraising projects [2][3]. Group 1: Sponsorship Overview - Changjiang Securities acted as the sponsor for Shanghai Xinzhi Software's issuance of convertible bonds, with the continuous supervision period ending on December 31, 2024 [2]. - The sponsor conducted due diligence, coordinated with various intermediaries, and ensured compliance with relevant laws and regulations throughout the process [3]. Group 2: Company Information - Shanghai Xinzhi Software has a registered capital of 260.699714 million yuan and is located in Shanghai [3]. - The company’s legal representative is Guo Wei, and the actual controller is also Guo Wei [3]. Group 3: Fundraising Project Updates - The company decided to postpone the expected operational status date of the "Distributed PaaS Platform Project" from October 2024 to October 2025 due to external market changes and delays in construction [4][5]. - The postponement is a cautious decision based on the project's actual construction status and fundraising progress, ensuring no substantial impact on the project's implementation [5]. Group 4: Changes in Project Implementation - The company approved the addition of multiple entities as implementation subjects for the "Distributed PaaS Platform Project," including Beijing Xinzhi, Shenzhen Xinzhi, and others [6]. - This change was supported by independent directors and confirmed by the sponsor with clear verification opinions [6]. Group 5: Compliance and Cooperation - During the due diligence phase, the issuer provided timely and accurate documents to the sponsor and other intermediaries, ensuring no false records or misleading statements [6][8]. - The issuer complied with legal requirements for information disclosure and communicated important matters promptly with the sponsor [8]. Group 6: Fund Management - The issuer established a fundraising management system, ensuring that the funds are stored in dedicated accounts and used for specified purposes, in compliance with relevant regulations [9].

长江证券承销保荐有限公司 关于上海新致软件股份有限公司 2024 年度持续督导跟踪报告 长江证券承销保荐有限公司（以下简称"长江保荐"、"保荐机构"）作为上海 新致软件股份有限公司（以下简称"新致软件"、"公司"）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》《上海证券交易所科创板股票上市规则》 等有关法律、法规的规定，负责新致软件的持续督导工作，并出具本持续督导跟 踪报告。 1 序号 工作内容 持续督导情况 1 建立健全并有效执行持续督导工作制度，并针对 具体的持续督导工作制定相应的工作计划 保荐机构已建立健全并有效执行了 持续督导制度，并制定了相应的工 作计划 2 根据中国证监会相关规定，在持续督导工作开始 前，与上市公司或相关当事人签署持续督导协 议，明确双方在持续督导期间的权利义务，并报 上海证券交易所备案 保荐机构已与新致软件签订《保荐 协议》，该协议明确了双方在持续 督导期间的权利和义务，并报上海 证券交易所备案 3 通过日常沟通、定期回访、现场检查、尽职调查 等方式开展持续督导工作 保荐机构通过日常沟通、定期及不 定期回访、现场检查等方式，了解 新致软件业务经营情况，对新致软 件开展 ...

长江证券承销保荐有限公司 关于上海新致软件股份有限公司 向不特定对象发行可转换公司债券之 保荐总结报告书 长江证券承销保荐有限公司（以下简称"长江保荐"、"保荐机构"）作为上海 新致软件股份有限公司（以下简称"新致软件"、"发行人"或"公司"）向不特定对 象发行可转换公司债券的保荐机构，持续督导期限为 2024 年 12 月 31 日止，目 前持续督导工作的期限已经届满。长江保荐根据《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》《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》等法规和规范性文件的相关规定，出具本保 荐总结报告书。 一、保荐机构及保荐代表人承诺 1、保荐总结报告书和证明文件及其相关资料的内容不存在虚假记载、误导 性陈述或重大遗漏，保荐机构及保荐代表人对其真实性、准确性、完整性承担法 律责任。 2、本保荐机构及保荐代表人自愿接受中国证监会对保荐总结报告书相关事 项进行的任何质询和调查。 3、本保荐机构及保荐代表人自愿接受中国证监会按照《证券发行上市保荐 业务管理办法》的有关规定采取的监管措施。 1 保荐机构名称 长江证券承销保荐有限公司 注册地址 中国（ ...

| 证券代码：688590 | 证券简称：新致软件 | 公告编号：2025-027 | | --- | --- | --- | | 转债代码：118021 | 转债简称：新致转债 | | 上海新致软件股份有限公司 关于召开2024年年度股东大会的通知 本公司董事会及全体董事保证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、 召开会议的基本情况 （一） 股东大会类型和届次 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 6 月 3 日 2024年年度股东大会 （二） 股东大会召集人：董事会 （三） 投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结 合的方式 （四） 现场会议召开的日期、时间和地点 召开日期时间：2025 年 6 月 3 日 14 点 00 分 召开地点：上海市浦东新区康杉路 308 号（陆家嘴智慧谷 T6 栋）五楼会议 中心 （五） 网络投票的系统、起止日期和投票时间。 至2025 年 6 月 3 日 股东大会召开日期：2025年6月3日 本次股东大会采用的网络投票 ...

Investment Rating - The report assigns a "Buy-A" rating to the company, indicating a positive outlook for its stock performance in the near term [1][9]. Core Insights - The company has experienced a significant decline in net profit, with a reported decrease of 88.21% year-on-year for 2024, while revenue grew by 18.57% to 1.995 billion yuan [4][11]. - The company is rapidly advancing in AI commercialization, with expectations for substantial contributions to revenue growth from AI products in the coming years [9][7]. - The company is focusing on expanding its business in the insurance sector, leveraging AIGC applications and system upgrades, which resulted in a 28.65% revenue increase in this segment [5][6]. Financial Performance - For 2024, the company achieved a total revenue of 1.995 billion yuan, with a net profit of 0.08 billion yuan, and a significant drop in net profit margin to 0.4% [4][11]. - The first quarter of 2025 showed a slight revenue increase of 0.21% year-on-year, with a net profit of 0.16 billion yuan, reflecting a 4.04% increase [4][11]. - The company's gross margin for 2024 was reported at 25.23%, a decrease of 1.00 percentage points from the previous year, primarily due to stock-based compensation expenses [6][11]. Market Position and Strategy - The company is positioned as a leader in the domestic insurance IT sector, with a strong focus on integrating AI technology across its product lines [9][7]. - The company is actively expanding its client base beyond traditional banking to include asset management and brokerage firms to mitigate revenue pressures from core banking clients [5][6]. - The company has made significant investments in R&D, with sales and R&D expenses increasing by 43.81% and 12.57% respectively in 2024 [6][11]. Future Projections - The report forecasts earnings per share (EPS) of 0.38, 0.62, and 0.88 yuan for 2025, 2026, and 2027 respectively, with corresponding price-to-earnings (P/E) ratios of 56.9, 35.2, and 24.7 [9][11]. - Revenue is expected to grow to 2.387 billion yuan in 2025, with a year-on-year growth rate of 19.6% [11][14].

Investment Rating - The report assigns a "Buy-A" rating to the company, indicating a positive outlook for its stock performance in the near term [1][9]. Core Insights - The company has experienced a significant decline in net profit, with a reported decrease of 88.21% year-on-year for 2024, while revenue grew by 18.57% to 1.995 billion yuan [4][11]. - The company is rapidly advancing in AI commercialization, with expectations for substantial contributions to future earnings from AI products [9][7]. - The company is focusing on the insurance sector, leveraging AIGC technology and other business opportunities to drive revenue growth [5][6]. Financial Performance - In 2024, the company achieved a revenue of 1.995 billion yuan, with a year-on-year growth of 18.57%, while the net profit was only 0.08 billion yuan, reflecting a significant decline [4][11]. - The first quarter of 2025 showed a slight revenue increase of 0.21% year-on-year, with a net profit of 0.16 billion yuan, up 4.04% from the previous year [4]. - The company's gross margin for 2024 was reported at 25.23%, a decrease of 1.00 percentage points compared to the previous year, primarily due to stock option expenses [6]. Market Position and Strategy - The company is positioned as a leader in the domestic insurance IT sector and is integrating AIGC technology across its product lines [9][7]. - The company is expanding its client base beyond traditional banking to include asset management and brokerage firms to mitigate revenue pressures from core banking clients [5][6]. - The company has made significant investments in R&D and marketing, with sales and R&D expenses increasing by 43.81% and 12.57% respectively in 2024 [6]. Future Projections - The report forecasts earnings per share (EPS) of 0.38, 0.62, and 0.88 yuan for 2025, 2026, and 2027 respectively, with corresponding price-to-earnings (P/E) ratios of 56.9, 35.2, and 24.7 [9][11]. - Revenue is expected to grow to 2.387 billion yuan in 2025, with a year-on-year growth rate of 19.6% [11].

Core Viewpoint - The company has achieved rapid revenue growth in 2024 through the launch of multiple AI Agent products across various sectors, although increased investment in AI R&D and marketing has pressured short-term profits, opening up long-term growth potential [1]. Investment Highlights - The rating is maintained at "Buy". Due to increased investments in AI, the EPS forecasts for 2025-2026 have been adjusted to 0.59/0.82 yuan (previously 0.62/0.84 yuan), with a new EPS forecast for 2027 set at 1.15 yuan. Considering the rapid development of AI-related businesses, a PE of 47 times for 2025 is applied, raising the target price to 27.77 yuan per share [2]. - In 2024, the company is expected to achieve revenue of 1.995 billion yuan, a year-on-year increase of 18.57%, but the net profit attributable to shareholders is projected to be 0.08 billion yuan, a year-on-year decrease of 88.21%. In Q4 alone, revenue is expected to be 611 million yuan, a year-on-year increase of 8.75%, while the net profit attributable to shareholders is projected to be -24 million yuan, a year-on-year decrease of 195.22%. The revenue growth is driven by the launch of AI Agent products, while profit decline is mainly due to increased R&D and marketing expenses, stock incentive costs (0.035 billion yuan), and convertible bond interest accrual (0.02 billion yuan) [2][3]. AI Agent Product Launch - The company has launched various AI Agent products based on the "New Knowledge AI Platform" in 2024, including applications in finance, legal, and automotive sectors. These products are expected to create customer stickiness and facilitate the large-scale promotion of AI products [3]. - The company has deepened collaborations with domestic computing power vendors, launching integrated machines based on Huawei Ascend chips and Haiguang deep computing chips, with over 100 orders already realized [3]. Share Buyback and Dividends - In February 2024, the company announced a share buyback plan of 50-100 million yuan, and as of January 30, 2025, it has completed a total buyback amounting to 62 million yuan. Additionally, the company distributed cash dividends totaling 91 million yuan, accounting for 112.44% of the annual net profit attributable to shareholders. This buyback and dividend distribution reflect the company's confidence in long-term development, with expectations of creating a second growth curve as the business further transitions to AI [3].

Group 1 - Major shareholders of *ST WanFang plan to reduce their holdings by up to 9,341,596 shares, accounting for 3% of the company's total share capital from May 27 to August 25, 2025 [1] - Shareholders of Airo Energy intend to reduce their holdings by up to 800,000 shares, 800,000 shares, and 1,600,000 shares, representing 0.50%, 0.50%, and 1% of the company's total share capital respectively during the same period [1] - Anner plans to reduce its holdings by up to 3,186,159 shares, which is 1.5% of the company's total share capital, from May 27 to August 26, 2025 [1] Group 2 - Shareholders of Chuhuan Technology plan to reduce their holdings by up to 2,395,605 shares, accounting for 3% of the total share capital excluding repurchased shares from May 27 to August 26, 2025 [1] - Major shareholder of Dalian Technology intends to reduce their holdings by up to 4,189,336 shares, which is 0.99% of the company's total share capital from May 27 to August 26, 2025 [2] - Dongwei Technology's board members plan to reduce their holdings by a total of 2,574,857 shares, representing 0.8629% of the company's total share capital during the same period [2] Group 3 - Gann Li Pharmaceutical's shareholder has completed a reduction of 6,010,622 shares, which is 1% of the company's total share capital from April 22 to April 30, 2025 [2] - Guanshi Technology's board members plan to reduce their holdings by up to 359,375 shares, accounting for 0.4891% of the company's total share capital from May 27 to August 26, 2025 [2] - Guoguang Electric's shareholder has completed a reduction of 1,625,751 shares, which is 1.5% of the company's total share capital from April 25 to April 30, 2025 [2] Group 4 - Haili Biological's major shareholder has completed a reduction of 13,113,244 shares, representing 2% of the company's total share capital from April 15 to April 22, 2025 [3] - Hengfeng Information's board member has completed a reduction of 198,717 shares, which is 0.1207% of the company's total share capital on April 28, 2025 [3] - Hongwei Technology's shareholder plans to reduce their holdings by up to 820,000 shares, accounting for 0.39% of the company's total share capital from May 12 to August 11, 2025 [3] Group 5 - Huatai Medical's vice president has completed a reduction of 29,943 shares, which is 0.0308% of the company's total share capital from April 28 to April 29, 2025 [4] - Jilin Carbon Valley's major shareholder has completed a reduction of 4,989,160 shares, representing 0.8490% of the company's total share capital from April 25 to April 29, 2025 [4] - Jiahua Technology's shareholder plans to reduce their holdings by up to 1,160,000 shares, accounting for 1.50% of the company's total share capital from May 28 to August 25, 2025 [4] Group 6 - Jiangbo Long's shareholder plans to reduce their holdings by up to 4,159,815 shares, which is 1% of the company's total share capital from May 27 to August 26, 2025 [5] - Jiangshan Co. plans to reduce its holdings in Jiangtian Chemical by 4,330,800 shares, accounting for 3% of its total share capital from May 27 to August 26, 2025 [5] - Kairun Co.'s major shareholder plans to reduce their holdings by up to 9,000,000 shares, representing 2.43% of the total share capital excluding repurchased shares from May 27 to August 26, 2025 [5] Group 7 - Lianqi Technology's shareholders plan to reduce their holdings by a total of 18,717,374 shares, which is 2.96% of the total share capital excluding repurchased shares from May 27 to August 26, 2025 [9] - Zhongke Information's board members have completed a reduction of 698,914 shares, representing 0.2358% of the company's total share capital [9] - Zhongshi Co.'s major shareholder plans to reduce their holdings by up to 1,800,000 shares, accounting for 1.1527% of the company's total share capital from May 27 to August 26, 2025 [10]

Market Overview - The main board saw significant gains with notable stocks such as Hubei Broadcasting (+10.04%), Tongding Internet (+10.02%), and Shanghai Film (+10.01%) leading the charge [1] - The ChiNext board also performed well, highlighted by Everbright Tongchuang (+20.01%) and Creative Information (+19.93%) [1] - The Sci-Tech Innovation board was led by Dekeli (+15.41%) and Lingzhi Software (+14.46%) [1] - Active sub-industries included SW Communication Application Value-Added Services (+3.09%) and SW Horizontal General Software (+3.01%) [1] Domestic News - Tianyue Advanced is expanding its production capacity for silicon carbide single crystal with a project to produce 500 tons annually, aiming for equipment installation by May 2025 and trial production by June [1] - Saizhuo Electronics has officially launched a vehicle-grade semiconductor packaging project with a total investment of 500 million, enhancing its strategic positioning in the vehicle-grade integrated circuit sector [1] - TSMC has commenced construction of its third semiconductor factory in Phoenix, Arizona, with completion expected between 2028 and 2030, utilizing advanced 2nm and 1.6nm process technologies [1] - Jinghe Integrated reported an increase in revenue from 55nm products, driven by higher shipments of DDIC/CIS products, with automotive chip development progressing smoothly [1] Company Announcements - Shen Si Electronics announced receipt of government subsidies amounting to 1.821 million yuan, representing 11.17% of its latest audited net profit attributable to shareholders [3] - Jiangbolong disclosed a plan for a major shareholder to reduce holdings by up to 4.16 million shares, accounting for 1.00% of total share capital, between May and August 2025 [3] - Tongguan Copper Foil reported a share buyback of 3,800 shares, representing 0.00046% of total share capital, with a total transaction amount of 37,976 yuan [3] - Huada Jiutian is progressing with a major asset restructuring, with ongoing audits and due diligence [3] Overseas News - Current global tariff rates, if unchanged, are expected to increase Apple's costs by $900 million for the quarter ending June [4] - Samsung Electronics is in discussions with Nvidia, Broadcom, and Google to develop custom 6th generation high bandwidth memory (HBM4), with deliveries anticipated as early as next year [4] - Samsung has confirmed plans to introduce vertical channel transistor (VCT) technology after the 7th generation 10nm DRAM process, with products expected in 2 to 3 years [4] - In Q1 2025, the global AMOLED smartphone panel market in South Korea accounted for 49.2%, while domestic manufacturers held a 50.8% share, showing resilience despite a year-on-year decline [4]