Investment Rating - The report maintains a "Buy" rating for the company, with a target price of 44.46 CNY [3][6]. Core Insights - The company plans to acquire Deep Blue Co., which is expected to enhance its data center liquid cooling layout and increase profitability [2][10]. - The financial forecasts for EPS from 2025 to 2027 are projected to be 1.14 CNY, 1.51 CNY, and 1.93 CNY respectively, with a maintained average PE valuation of 39 times for comparable companies in 2025 [3]. - The acquisition of Deep Blue Co. will strengthen the company's capabilities in controllers and drivers, particularly in the data center liquid cooling sector, which is anticipated to contribute positively to revenue and profit growth [10]. Financial Summary - The company's revenue is projected to grow from 11,018 million CNY in 2023 to 21,502 million CNY in 2027, reflecting a compound annual growth rate (CAGR) of approximately 18.5% [5][11]. - Operating profit is expected to increase from 816 million CNY in 2023 to 2,107 million CNY in 2027, with a notable growth rate of 67.7% in 2023 [5][11]. - The net profit attributable to the parent company is forecasted to rise from 612 million CNY in 2023 to 1,631 million CNY in 2027, with a growth rate of 59.7% in 2023 [5][11]. - The gross margin is projected to improve slightly from 20.5% in 2023 to 21.7% in 2027, while the net margin is expected to increase from 5.6% to 7.6% over the same period [5][11].

Group 1: Company Announcements - Derun Electronics announced the appointment of Qiu Yang as the new president, succeeding Liu Biao who resigned for personal reasons [1] - Zhongyuan Tong plans to invest 5 million yuan to establish a wholly-owned subsidiary in Hong Kong and set up a branch and research institute in Xi'an to enhance R&D capabilities [2][3] - FAW Jiefang intends to increase capital by 1.91 billion yuan in its joint venture with CATL and Teld, with a total investment of 4.12 billion yuan from all parties [4][5] - Yuanli Co. plans to acquire 100% of Tongsheng Co. for 471 million yuan, aiming to enhance its strategic layout in the silicon dioxide sector [6][7] - Hangfa Technology received a government subsidy of 8 million yuan, accounting for 11.63% of its audited net profit for 2024 [8] - Saiwei Electronics reported that the National Integrated Circuit Fund reduced its shareholding to below 5% [9] - Tianpu Co. announced a stock suspension for investigation due to significant price fluctuations, with a cumulative increase of 451.80% over the past months [10] - Chen'an Technology is planning to issue shares to Hefei Guotou, which may lead to a change in control, resulting in a stock suspension [11] - Yinlun Co. intends to acquire over 55% of Deep Blue Electronics for approximately 133 million yuan [12] - Lianlong plans to invest 50 million yuan to acquire 25% of Stof Co. to expand its electronic materials business [13] - Qianyuan High-Tech's vice president plans to reduce his stake by up to 0.31% [14] - Juzi Technology's major shareholder plans to reduce his stake by up to 0.22% [15] - Perfect World’s actual controller plans to reduce his stake by up to 1.7% [16] - China CRRC intends to spin off its subsidiary CRRC Qichao for listing on the Shenzhen Stock Exchange [17] - Jingrui Electric Materials plans to acquire 76.1% of Hubei Jingrui for 595 million yuan, focusing on high-purity chemicals [18] - Zhejiang Construction Investment's asset purchase and fundraising plan has been approved by the Shenzhen Stock Exchange [19] - Tail Co. received a government subsidy of 2 million yuan, representing 13.71% of its audited net profit for 2024 [20] - Jiangsu Boyun's shareholder plans to reduce his stake by up to 1% [21] - Yonghe Intelligent Control's shareholders plan to reduce their stakes by up to 3.29% [22] - Yuhua Development reached a debt restructuring agreement involving 241 million yuan [23] Group 2: Industry Overview - Derun Electronics operates in the electronic connector and precision components sector [2] - Zhongyuan Tong is involved in the research, production, and sales of various power products [3] - FAW Jiefang is focused on the research, production, and sales of commercial vehicles [5] - Yuanli Co. specializes in the research, production, and sales of chemical products [7] - Hangfa Technology operates in the aerospace engine and gas turbine components sector [8] - Saiwei Electronics is engaged in MEMS chip development and semiconductor equipment [9] - Tianpu Co. is involved in the production of polymer materials for automotive applications [10] - Chen'an Technology focuses on public safety and emergency platform software and equipment [11] - Yinlun Co. specializes in heat exchange products and automotive air conditioning systems [12] - Lianlong operates in the polymer materials and life sciences sectors [13] - Qianyuan High-Tech is involved in seed research and agricultural services [14] - Juzi Technology focuses on machine vision equipment and control systems [15] - Perfect World is engaged in the development and operation of online games and related media [16] - China CRRC specializes in railway equipment and urban infrastructure [17] - Jingrui Electric Materials is involved in high-purity chemicals and lithium battery materials [18] - Zhejiang Construction Investment operates in construction and engineering services [19] - Tail Co. focuses on high-end equipment and smart operation services [20] - Jiangsu Boyun specializes in modified plastic products [21] - Yonghe Intelligent Control operates in water valve fittings and precision radiation therapy [22] - Yuhua Development is involved in real estate development and sales [23]

Core Viewpoint - Zhejiang Yinlun Machinery Co., Ltd. has announced the establishment of a new set of regulations aimed at standardizing the behavior of controlling shareholders and actual controllers, enhancing corporate governance, and protecting the legitimate rights and interests of the company and minority shareholders [1] Group 1: Regulations Overview - The new regulations, titled "Regulations on the Behavior of Controlling Shareholders and Actual Controllers and Information Inquiry System," have been approved by the company's board of directors and replace previous regulations [1] - The regulations are based on various laws and guidelines, including the Company Law, Securities Law, and the company's articles of association, and are applicable to the actions and information disclosure of controlling shareholders, actual controllers, and their affiliates [1] Group 2: Core Requirements - The regulations prohibit controlling shareholders and actual controllers from occupying company funds through various means, including but not limited to, reimbursement of expenses, debt repayment, and issuing commercial acceptance bills without real transaction backgrounds [2] - It mandates the protection of the company's independence, requiring that controlling shareholders and actual controllers ensure the integrity of company assets, personnel independence, financial independence, institutional independence, and business independence [2] - Information disclosure obligations are emphasized, requiring that controlling shareholders and actual controllers provide accurate and complete information, notify the company of significant changes in shareholding or control, and ensure compliance with disclosure commitments during share transfers [2] Group 3: Additional Provisions - The regulations stress that controlling shareholders and actual controllers must exercise their control rights in good faith and avoid seeking improper benefits through related transactions or asset restructuring [3] - They are also required to support the establishment of an independent operational model for the company and avoid competition with the company [3] - The board of directors holds the interpretation rights of the regulations, and any unresolved issues will be executed according to relevant laws and the company's articles of association [3]

Core Viewpoint - The company plans to acquire over 55% of Shenzhen Deep Blue Electronics Co., Ltd. to enhance its digital and energy thermal management business, integrating core technologies in controllers and drive integrated circuit hardware [1][2]. Group 1: Acquisition Details - The company will acquire 20 shareholders' total of 20,313,500 shares of Deep Blue, representing 43.22% of the total equity, for a total transaction amount of approximately 82.27 million yuan [2]. - Following the share transfer, the company intends to invest an additional 50 million yuan in Deep Blue through a private placement, pending approval from relevant authorities [2]. - The total investment for acquiring over 55% of Deep Blue is estimated at around 133 million yuan, funded by the company's own or self-raised funds [2]. Group 2: Financial Performance of Deep Blue - Deep Blue reported revenues of 71.52 million yuan and 30.86 million yuan for the years 2024 and the first half of 2025, respectively [1]. - The net profits for the same periods were 17.76 million yuan and 7.35 million yuan [1]. Group 3: Strategic Objectives - The acquisition aims to enhance the company's capabilities in system modules and electromechanical manufacturing, focusing on core technologies in electric control, software, and algorithms [2]. - The integration of technologies from both companies is expected to reduce production costs and strengthen control over the thermal management industry chain [2]. - The acquisition will leverage Deep Blue's customer resources to enhance business collaboration and improve service capabilities [3].

Core Viewpoint - The company plans to invest approximately 133 million yuan to acquire over 55% of Deep Blue Co., thereby becoming its controlling shareholder and consolidating its financial results into its own [1] Group 1: Acquisition Details - The acquisition will be executed through equity purchase and capital increase [1] - After the acquisition, Deep Blue Co. will be included in the company's consolidated financial statements [1] Group 2: Strategic Implications - The acquisition aims to integrate underlying technologies related to controllers, driver integrated circuit hardware, and embedded system software [1] - This integration is expected to achieve complementary technological advantages and significantly reduce production costs of related products [1] - The company aims to strengthen its control over the thermal management industry chain by mastering core technologies in both upstream and downstream segments [1] - The move is intended to enhance the company's technological system in the thermal management field and improve its core competitiveness [1]

Group 1 - The core viewpoint of the news is that Yinlun Co., Ltd. plans to acquire over 55% of Shenzhen Deep Blue Electronics Co., Ltd. to enhance its digital and energy thermal management business [1][2] - The investment amount for the acquisition is approximately 132.57 million yuan [1] - After the acquisition, Yinlun will become the controlling shareholder of Deep Blue, and Deep Blue will be included in Yinlun's consolidated financial statements [1] Group 2 - Deep Blue focuses on the research, production, and sales of HVAC controllers and variable frequency drives, with a long-term goal of achieving integrated capabilities in system modules and electromechanical manufacturing [2] - The acquisition aims to integrate the underlying technologies of controllers, driver integrated circuit hardware, and related embedded system software, which will significantly reduce production costs and enhance control over the thermal management industry chain [2] - This strategic move is expected to strengthen the company's core competitiveness in the thermal management field by improving its technology system [2]

Core Insights - The company plans to invest approximately 132.57 million yuan to acquire over 55% equity in Shenzhen Deep Blue Electronics Co., Ltd, aiming to enhance its digital and energy thermal management business [1] - The acquisition will make the company the controlling shareholder of Deep Blue Electronics, which will be included in the company's consolidated financial statements [1] Group 1: Company Strategy - Deep Blue Electronics focuses on the research, production, and sales of HVAC controllers and variable frequency drives, with key products including controllers, driver integrated circuit hardware, and related embedded system software [2] - The long-term development goal of Deep Blue Electronics is to achieve integrated capabilities in system modules and electromechanical manufacturing, with a focus on electric control, software, and algorithms as core components [2] Group 2: Synergy and Competitive Advantage - The acquisition aims to integrate the underlying technologies of controllers, driver integrated circuit hardware, and related embedded system software, leading to complementary technological advantages [2] - This strategic move is expected to significantly reduce production costs of related products and enhance control over the core technologies in the thermal management industry chain [2] - The company seeks to strengthen its integration and control capabilities across the upstream and downstream of the industry chain, further improving its technological system in the thermal management field [2]

本资产评估报告依据中国资产评估准则编制 浙江银轮机械股份有限公司拟股权收购 涉及的深圳市深蓝电子股份有限公司 股东全部权益评估项目 资产评估报告 银信评报字（2025）第 C00145 号 (共一册,第一册) 银信资产评估有限公司 2025 年 11 月 21 日 中国资产评估协会 资产评估业务报告备案回执 | 报告编码: | 3131020026202502099 | | | --- | --- | --- | | 合同编号: | HT2025-C00154 | | | 报告类型: | 法定评估业务资产评估报告 | | | 报告文号: | 银信评报字(2025)第C00145号 | | | 报告名称: | 浙江银轮机械股份有限公司拟股权收购涉及的深圳市深蓝电子股 份有限公司股东全部权益评估项目资产评估报告 | | | 评估结论: | 193,000,000.00元 | | | 评估报告日: | 2025年11月21日 | | | 评估机构名称: | 银信资产评估有限公司 | | | 签名人员: | 钱晗婷 (资产评估师) | 正式会员 编号:33230059 | | | 高嘉菜 (资产评估师) | 正式会员 ...

浙江银轮机械股份有限公司 内部审计制度（修订稿） 第一章 总 则 公司各内部机构或者职能部门、控股子公司以及对公司具有重大影响的参股公司应 当配合内部审计机构依法履行职责，不得妨碍内部审计机构的工作。 内部审计部门应当保持独立性，配备专职审计人员，不得置于财务部门的领导之下， 或者与财务部门合署办公。 第二章 审计机构和审计人员 第五条 公司设立审计组，在董事会领导下，负责组织实施公司内部审计制度。 第六条 公司审计组由专职审计人员组成，负责对本公司进行审计监督。 第七条 在审计力量不足时，审计机构有权抽调其他部门人员。 第八条 内部审计机构负责人，依照有关的规定任免。审计机构负责人没有违纪违 规行为或其他不符合任职条件的行为，不得随意撤换。 第一条 为加强公司内部审计监督，根据《中华人民共和国审计法》《审计署关于 内部审计工作的规定》《深圳证券交易所股票上市规则》《深圳证券交易所上市公司自 律监管指引第 1 号—主板上市公司规范运作》和《浙江银轮机械股份有限公司章程》 （以下简称《公司章程》）等相关规定，特制订本制度。 第二条 内部审计是企业实施内部经济监督，依法检查会计账目及相关资产及企业 经营状况，监督 ...

浙江银轮机械股份有限公司 控股股东、实际控制人行为规范及信息问询制度 第五条 公司控股股东、实际控制人应当诚实守信，依法依规行使股东权利、 履行股东义务，严格履行承诺，维护公司和全体股东的共同利益。 第六条 控股股东、实际控制人不得利用关联交易、利润分配、资产重组、 对外投资等任何方式损害公司和中小股东的合法权益。 第一章 总 则 第一条 为进一步规范浙江银轮机械股份有限公司（以下简称：公司）控股 股东、实际控制人行为，完善公司治理结构，切实保护公司和中小股东的合法权 益，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》《上市公司治理准则》《深圳证券交易所股票上 市规则》（以下简称《上市规则》）等法律法规、规范性文件以及《浙江银轮机 械股份有限公司章程》（以下简称《公司章程》）的有关规定，结合公司实际情 况，制订本制度。 第二条 本制度适用于公司控股股东、实际控制人及其关联方的行为和信息 披露等相关工作。本制度中对控股股东、实际控制人的所有规定，均同样适用于 其关联方。 第三条 本制度所称"控股股东"是指具备下列条件之一的股东： （一）直接持有公司股本总额 50 ...