证券代码：000561 证券简称：烽火电子 公告编号：2025-068 陕西烽火电子股份有限公司 关于增加注册资本暨修订《公司章程》的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假记 载、误导性陈述或重大遗漏。 陕西烽火电子股份有限公司（以下简称"公司"）于2025年9月15日召开2025年 第一次临时股东会，审议通过了《关于增加注册资本并修改<公司章程>的议案》。 现将相关事项公告如下： 一、注册资本变更情况 经中国证券监督管理委员会《关于同意陕西烽火电子股份有限公司发行股份购 买资产并募集配套资金注册的批复》（证监许可〔2025〕448号）核准，公司发行股 份及支付现金购买资产并募集配套资金向特定对象发行人民币普通股股票 114,249,034股。因此，公司总股本相应由749,769,204股增加为864,018,238股，注 册资本由749,769,204元增加为864,018,238元，并相应修订《公司章程》。 二、《公司章程》修订情况 （一）《公司章程》原第六条 公司注册资本为749,769,204元。 现修改为： 第六条 公司注册资本为864,018,238元。 （二）《 ...

Core Viewpoint - The stock of Fenghuo Electronics experienced a 10.0% increase, reaching 15.84 CNY per share, with a trading volume of 860 million CNY and a turnover rate of 9.65%, resulting in a total market capitalization of 13.686 billion CNY [1] Company Overview - Fenghuo Electronics is located in Baoji City, Shaanxi Province, and specializes in the production of wireless communication systems, rescue positioning communication systems, audio management systems, information systems, electroacoustic and noise control systems, satellite communication navigation equipment, and communication navigation antennas [1][1] - The company's products are widely used across various sectors of the national economy and are exported to over 30 countries and regions [1] - The company emphasizes technology-driven development, maintaining R&D investment at over 10% of its main operating revenue [1] Financial Performance - For the period from January to March 2025, Fenghuo Electronics reported operating revenue of 243 million CNY, a year-on-year decrease of 18.03% [1] - The net profit attributable to shareholders was -54.5424 million CNY, reflecting a year-on-year increase of 5.72% [1] - As of March 31, the number of shareholders was 59,000, with an average of 10,200 circulating shares per person [1]

Core Viewpoint - The financial performance of Fenghuo Electronics (000561) for the first half of 2025 shows significant declines in revenue and net profit, indicating potential challenges for the company moving forward [1]. Financial Performance Summary - Total revenue for the first half of 2025 was 615 million yuan, a decrease of 26.67% compared to the same period in 2024 [1]. - The net profit attributable to shareholders was -89.61 million yuan, representing a decline of 212.7% year-on-year [1]. - In Q2 2025, total revenue was 372 million yuan, down 31.4% year-on-year, with a net profit of -35.07 million yuan, a decrease of 220.11% [1]. - Inventory levels increased significantly, with a year-on-year growth of 95.43% [1]. Key Financial Ratios - Gross margin stood at 36.97%, an increase of 0.63% year-on-year [1]. - Net margin was -16.99%, a decrease of 303.76% compared to the previous year [1]. - The ratio of selling, administrative, and financial expenses to revenue was 25.07%, up 29.46% year-on-year [1]. - Earnings per share were -0.1 yuan, a decline of 171.47% year-on-year [1]. Cash Flow and Debt Analysis - Cash and cash equivalents increased by 55.63% due to fundraising activities [2]. - Short-term borrowings decreased by 31.90% as subsidiaries repaid bank loans [2]. - Financial expenses rose by 51.22% due to increased interest expenses [2]. - The net cash flow from operating activities increased by 31.05% due to a rise in cash received related to operating activities [2]. Investment and Return Metrics - The company's historical median Return on Invested Capital (ROIC) over the past decade is 5.22%, indicating weak investment returns [3]. - The worst year for ROIC was 2024, with a value of -4.38% [3]. - The company has reported losses in 7 out of 31 annual reports since its listing, suggesting a challenging financial history [3]. Fund Holdings - The largest fund holding Fenghuo Electronics is the GF National Index 2000 ETF Link A, with a current scale of 94 million yuan and a recent net value of 1.5866 [4].

Group 1 - The company reported a revenue of 615 million yuan for the first half of 2025, representing a year-on-year decline of 26.67% [1] - The net profit attributable to shareholders of the listed company was -89.6079 million yuan [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was -92.6713 million yuan [1] - The basic earnings per share were -0.1037 yuan [1]

Core Insights - The company Fenghuo Electronics reported an increase in shareholder accounts to 93,188 as of June 30, 2025, representing a growth of 34,165 accounts or 57.88% compared to March 31, 2025 [1][2] - The average number of shares held per account decreased from 10,200 shares to 8,046 shares, with an average market value of 86,300 yuan per account [1][2] - The stock price of Fenghuo Electronics increased by 35.82% from March 31, 2025, to June 30, 2025, coinciding with the increase in shareholder accounts [1][2] Company Performance - As of June 30, 2025, the average number of shareholder accounts in the aerospace equipment industry was 51,700, indicating that Fenghuo Electronics has a higher number of shareholders than the industry average [1] - The average market value of shares held by shareholders in the aerospace equipment industry was 429,500 yuan, which is significantly higher than that of Fenghuo Electronics [1] - From March 31, 2025, to June 30, 2025, the company experienced a net inflow of 63.59 million yuan from major funds, while retail investors contributed a net inflow of 54.5 million yuan [2] Market Activity - During the same period, there was a net outflow of 609 million yuan from speculative funds [2] - The stock was listed on the trading leaderboard three times, with institutional and deep stock connect special seats also appearing three times [2]

Core Viewpoint - Shaanxi Fenghuo Electronics Co., Ltd. held a special meeting of the independent directors to approve a proposal for using part of the raised funds to increase capital for its subsidiaries, which is aimed at improving the efficiency of fund utilization and aligns with the company's fundraising plan [1][2]. Group 1 - The meeting was conducted on August 28, 2025, via communication voting, with all three independent directors present [1][2]. - The proposal received unanimous approval from the independent directors, with a voting result of 3 in favor, 0 abstentions, and 0 against [1]. - The independent directors emphasized that the capital increase is necessary for the operational needs of the subsidiaries and complies with relevant regulations and the company's fundraising management system [1]. Group 2 - The independent directors involved in the decision include Nie Lijie, Cheng Zhitang, and Xu Zhangyong [2]. - The proposal will be submitted for review at the company's upcoming shareholders' meeting, which is an important event for market observers [2].

Core Viewpoint - The report highlights the financial performance and operational strategies of Shaanxi Fenghuo Electronics Co., Ltd. for the first half of 2025, indicating a significant decline in revenue and net profit, while emphasizing ongoing efforts in innovation and market expansion [1][6]. Company Overview and Financial Indicators - Company Name: Shaanxi Fenghuo Electronics Co., Ltd. - Stock Code: 000561 - Stock Exchange: Shenzhen Stock Exchange - Total Assets: 7,129,674,078.43 yuan, an increase of 5.59% from the previous year [4][9]. - Net Assets: 3,152,116,299.77 yuan, a 20.00% increase from the previous year [4][9]. Financial Performance - Revenue: 615,030,941.61 yuan, down 26.67% from 838,726,393.38 yuan in the same period last year [4][9]. - Net Profit Attributable to Shareholders: -89,607,948.07 yuan, a decrease of 212.70% compared to -28,655,938.14 yuan last year [4][9]. - Basic Earnings Per Share: -0.1037 yuan, a decline of 171.47% from -0.0382 yuan [4][9]. - Operating Cash Flow: -331,746,504.25 yuan, an improvement of 31.05% from -481,119,199.35 yuan [4][9]. Business Operations and Strategies - The company focuses on steady growth and innovation, with significant advancements in radar and civil aviation sectors [6][7]. - New product developments in low-altitude safety and emergency communication systems are underway, with plans for mass production in the second half of the year [6][7]. - The company aims to enhance its core competitiveness through asset restructuring and collaboration with research institutions [6][7]. Market and Product Analysis - The communication sector remains the primary revenue source, contributing 91.25% of total revenue [9][12]. - The company has successfully bid for multiple products in various sectors, indicating a robust market presence [6][7]. - The company is actively expanding its international business, leveraging the Belt and Road Initiative [8][9]. Research and Development - R&D investment for the period was 161,578,659.11 yuan, a decrease of 13.39% from the previous year [10]. - The company maintains a strong focus on technological innovation, with a commitment to improving product quality and efficiency [8][9]. Financial Health and Investment - The company has completed fundraising for asset restructuring, which is expected to enhance its market position and operational capabilities [6][7]. - Cash and cash equivalents increased significantly due to fundraising activities, indicating improved liquidity [10][12].

| 陕西烽火电子股份有限公司 | | 2025 年半年度报告 | | --- | --- | --- | | 摘要 | | | | 证券简称：烽火电子 | 证券代码：000561 | 公告编 | | 号：2025-066 | | | | 年半年度报告摘要 | 陕西烽火电子股份有限公司 2025 | | | 一、重要提示 | | | | 本半年度报告摘要来自半年度报告全文，为全面了解本公司的经营成果、财务状况及未来发展规划，投 | | | | 资者应当到证监 | | | | 会指定媒体仔细阅读半年度报告全文。 | | | | 所有董事均已出席了审议本报告的董事会会议。 | | | | 非标准审计意见提示 | | □适用 ? | | 不适用 | | | | 董事会审议的报告期利润分配预案或公积金转增股本预 | | | | 案 □适用 ?不适用 | | | | 公司计划不派发现金红利，不送红股，不以公积金转增股本。 | | | | 董事会决议通过的本报告期优先股利润分配预 | | | | 案 □适用 ?不适用 | | | | 二、公司基本情况 | | | | 股票简称 股票代码 | 烽火电子 | 000561 | ...

Group 1 - The independent directors of Shaanxi Fenghuo Electronics Co., Ltd. held their first special meeting of the tenth board on August 28, 2025, with all three independent directors present [1] - The meeting approved the proposal to use part of the raised funds to incrementally increase capital for subsidiary investment projects, with a unanimous vote of 3 in favor [1] - The proposal will be submitted for review at the company's shareholders' meeting [1] Group 2 - The independent directors expressed that the use of raised funds for subsidiary capital increase is necessary for operational needs, enhances fund utilization efficiency, and aligns with the fundraising plan [1] - The decision complies with relevant laws and regulations, including the "Regulations on the Supervision of Fundraising by Listed Companies" and the company's fundraising management system [1] - The independent directors confirmed that the proposal does not alter the purpose of the raised funds or harm the interests of the company and its shareholders [1]

Group 1 - The board meeting of Shaanxi Fenghuo Electronics Co., Ltd. was held via remote voting, with all 9 directors participating, complying with the Company Law and Articles of Association [1][2] - The board passed several resolutions with unanimous support, including the approval of the 2025 semi-annual report and related documents, all receiving 9 votes in favor [1] - Certain proposals require submission to the shareholders' meeting for further approval, with specific resolutions having been reviewed by the board's audit committee and independent directors [1]