Group 1: Industry Overview - In 2024, China's marine economy is projected to exceed 10 trillion yuan for the first time, with a year-on-year growth of 5.9%, becoming a significant engine for economic growth [1][8] - The marine engineering equipment manufacturing sector has shown exceptional performance, maintaining the largest global market share for seven consecutive years, with a total value added of over 103.2 billion yuan in the previous year, reflecting a growth of 9.1% [8] Group 2: Shanghai Marine Economy - Shanghai's marine production value is expected to reach 11,387 billion yuan in 2024, marking an 11.2% increase and accounting for 21.1% of the city's total production value and 10.8% of the national marine production value [3] - The Shanghai Marine Bureau has released a draft for the "Shanghai Marine Industry Development Plan (2025-2035)", aiming to establish a world-class modern marine industry system by 2030, focusing on three main industries and five emerging industries [4][5] Group 3: Investment Opportunities - The "Deep Sea Technology" strategy has been highlighted as a key emerging industry, attracting significant attention from the capital market, with expectations for local governments in coastal provinces to follow suit [2][8] - Companies like Zhongke Haixun and Guorui Technology are gaining investor interest due to their focus on core technologies and market expansion in marine equipment and automation systems, respectively [9][10] - ShenKai Co. is actively involved in offshore oil and gas resource exploration and development, with recent contracts for major offshore oil fields and plans to transition from a core equipment supplier to an integrated solution provider [11]

Company Overview - Shanghai ShenKai Petroleum Chemical Equipment Co., Ltd. specializes in the research, development, manufacturing, and sales of equipment in the oil exploration, drilling, and refining sectors [1] - The main products include oil drilling equipment, logging equipment and services, while drilling equipment and services, oil analyzers, logging instruments and services, as well as property leasing and management [1] Financial Performance - As of the first quarter of 2025, the company reported revenue of 202 million yuan, representing a year-on-year increase of 41.78% [1] - The net profit for the same period was 18.46 million yuan, showing a significant year-on-year growth of 434.81% [1] - The sales gross margin stood at 33.79% [1] Market Position - The company's stock closed at 9.19 yuan, with a rise of 5.15%, resulting in a rolling price-to-earnings (PE) ratio of 61.77 times [1] - The total market capitalization is 3.344 billion yuan [1] - In comparison to the industry, the average PE ratio for the specialized equipment sector is 61.96 times, with a median of 49.06 times, placing ShenKai at the 183rd position in the industry ranking [1][2] Institutional Holdings - As of the first quarter of 2025, three institutions held shares in ShenKai, with a total holding of 52.27 million shares valued at 440 million yuan [1]

Core Viewpoint - ShenKong Co., Ltd. (002278.SZ) is consolidating its leading position in the oil and gas equipment industry by raising up to 220 million yuan through a simplified procedure for specific investors, aimed at enhancing competitiveness and optimizing capital structure [1][2]. Fundraising and Projects - The company plans to use the raised funds for a high-end marine engineering equipment manufacturing base project, acquiring 51% of Blue Ocean Zhixin, and supplementing working capital [2][4]. - This marks the first financing plan since the company's IPO in 2009, with previous IPO funds of 734 million yuan fully utilized [2]. High-end Marine Engineering Equipment Manufacturing Base - The project has a construction period of 1.5 years and a total investment of 110 million yuan, expected to produce 400 sets of offshore wellhead equipment and other advanced systems annually [3]. - Upon reaching full production, the project is projected to generate annual revenue of 242 million yuan and a net profit of approximately 20.48 million yuan, with a gross margin of 30.88% and a net margin of 8.45% [3]. Acquisition of Blue Ocean Zhixin - The acquisition of 51% of Blue Ocean Zhixin is valued at 60 million yuan, with the company expected to achieve a cumulative net profit of no less than 54 million yuan over three years from 2025 to 2027 [4]. - The valuation of Blue Ocean Zhixin's 100% equity is approximately 120 million yuan, reflecting a significant increase compared to the net assets on the consolidated financial statements [4]. Financial Performance - In Q1 2025, the company reported revenues of 202 million yuan and a net profit of 18.46 million yuan, marking year-on-year increases of 41.78% and 434.81%, respectively [1][7]. - The company’s international market strategy has led to overseas revenue of 161 million yuan in 2024, accounting for 21.91% of total revenue [7]. Research and Development - The company emphasizes R&D, with 72.36 million yuan invested in 2024, representing 9.87% of revenue, and a workforce of 207 R&D personnel [8]. - In Q1 2025, R&D expenses increased by 9.78% to 15.86 million yuan, accounting for 7.86% of revenue [8].

Suspension - Shaoyang Hydraulic plans to acquire equity in Xincheng Hangrui, resulting in stock suspension [1] Mergers, Acquisitions, and Capital Increases - Jiemite intends to acquire control of Siteng Helix, which is expected to constitute a major asset restructuring [2] - Shenkai Co. plans to acquire 51% equity in Lanhai Zhixin for a transaction price of 60 million [2] - Changlan Technology plans to raise no more than 460 million for capacity expansion of high and ultra-high voltage cable accessories [2] - Shenkai Co. also plans to raise no more than 220 million for a high-end marine engineering equipment manufacturing base project [3] Share Buybacks - Lankai Technology intends to repurchase shares worth 200 million to 400 million to reduce the company's registered capital [4] Daily Operations and External Investments - Shennong Group plans to invest 550 million in the construction of Longmen Pig Farm and two other projects [5] - *ST Huamei's controlling shareholder is planning a share transfer agreement, expecting continued suspension [6] - Changshan Pharmaceutical's clinical trial application for Aibennate injection for weight loss indications has been approved [7] - Guangting Information signed an investment cooperation agreement for an intelligent connected vehicle digital innovation laboratory project [8] - Guosheng Technology signed a sales contract for photovoltaic components worth 1.043 billion [9] Evening Announcements - Heng Rui Pharmaceutical received six drug clinical trial approval notices [10] - Jidian Co. plans to invest 4.92 billion in the construction of the Lishu Green Methanol Innovation Demonstration Project [10] - Hanyi Co. plans to establish a controlling subsidiary to layout IP embedded in games [10] - Aopu Optoelectronics' investee Changguang Chanchip submitted an H-share listing application [10] - Yingliu Co. plans to acquire 28.46% equity in its subsidiary Yingliu Aviation for 484 million [10] - Xinhau Optoelectronics intends to transfer 100% equity of Xinguang Energy Technology to Luxshare Precision [10]

Core Viewpoint - The company plans to raise up to 220 million yuan through a simplified procedure to fund a high-end marine engineering equipment manufacturing base project, acquire 51% of Blue Ocean Zhixin, and supplement working capital [1][2]. Group 1: High-end Marine Engineering Equipment Manufacturing Base Project - The total investment for the high-end marine engineering equipment manufacturing base project is 110 million yuan, with a planned construction period of 1.5 years [1]. - The project aims to create a benchmark production line in Minhang District, Shanghai, focusing on key technologies such as underwater production systems and intelligent control systems, addressing domestic gaps in high-end deep-sea oil and gas equipment [1]. - Upon completion, the project is expected to achieve an annual production capacity of 400 sets of offshore wellhead equipment and related systems, with product performance aligned with international standards [1]. - The project is projected to generate annual revenue of 242 million yuan, a net profit of approximately 20.48 million yuan, a gross margin of 30.88%, and a net margin of 8.45%, with a post-tax internal rate of return of 19.80% and a payback period of 6.53 years [1]. Group 2: Acquisition of Blue Ocean Zhixin - The company plans to use the raised funds to acquire 51% of Blue Ocean Zhixin for a transaction price of 60 million yuan [2]. - Blue Ocean Zhixin, established in 2017, is a leading company in intelligent drilling technology in the domestic oil and gas industry, focusing on data-driven integrated solutions to enhance drilling efficiency and risk management [2]. - The company’s software products, such as the PilotGS geological guidance software, are widely used in major oil fields, with over 30 active users and more than 3,000 applications, achieving a drilling success rate of over 90% [2]. Group 3: Impact of the Acquisition - The acquisition is expected to positively support the company's short-term profits, with Blue Ocean Zhixin projected to achieve a net profit of over 10 million yuan in 2024 and a cumulative net profit of no less than 54 million yuan over the next three years [3]. - The synergy between Blue Ocean Zhixin and the company's existing operations is anticipated to create a "hardware + software + service" closed-loop ecosystem, accelerating the capture of the intelligent oil and gas equipment and service market [3].

没有虚假记载、误导性陈述或重大遗漏。 一、对外投资概述 （一）基本情况 根据上海神开石油化工装备股份有限公司（以下简称"公司"或"神开股份"） 冠德、马光春、高祝军（以下合称"交易对手方"）持有的北京蓝海智信能源技术有 限公司（以下简称"蓝海智信"或"标的公司"）51%股权，由公司全资子公司上海神 开石油科技有限公司（以下简称"神开科技"）与三位交易对手方签署《股权收购协 议》。经交易双方协商确定，蓝海智信100%股权的作价金额为11,765万元，神开科 技以6,000.00万元为交易对价收购蓝海智信51%股权。本次交易完成后，公司间接 持有蓝海智信51%的股权，蓝海智信将成为公司控股子公司，并纳入公司合并报表 范围。 （二）决策与审批程序 公司于2025年6月19日召开第五届董事会第六次会议，审议通过了《关于以现 金方式收购北京蓝海智信能源技术有限公司51%股权的议案》，同意上述收购事项。 根据《深圳证券交易所股票上市规则》及《公司章程》等规定，本次收购事项 涉及的交易金额在公司董事会审批权限内，无需提交股东会审议。本次交易不构成 关联交易，也不构成《上市公司重大资产重组管理办法》规定的重大资产重组。 二、 ...

Core Viewpoint - The company has approved a plan to issue shares through a simplified procedure to specific investors, aiming to raise up to 220 million yuan for various projects [2][6][10]. Group 1: Meeting and Approval - The board meeting was held on June 12, 2025, with all 9 directors present, and the resolution to issue shares was passed unanimously [1]. - The board confirmed that the company meets the conditions for issuing shares through a simplified procedure [2]. Group 2: Issuance Details - The type of shares to be issued is ordinary shares with a par value of 1.00 yuan each [3]. - The issuance will occur within 10 working days after receiving approval from the China Securities Regulatory Commission (CSRC) [3]. - The issuance will target qualified institutional investors, including securities investment funds, securities companies, trust companies, and qualified foreign institutional investors [3][4]. Group 3: Pricing and Quantity - The issuance price will not be lower than the average trading price of the company's shares over the 20 trading days prior to the pricing date [4][5]. - The total number of shares issued will not exceed 30% of the company's total share capital before the issuance [5][6]. Group 4: Fund Utilization - The total amount raised will be used for specific projects, with the entire net amount after deducting issuance costs allocated accordingly [6][7]. - The company plans to invest in projects using self-raised funds before the issuance proceeds are available, with adjustments made if the actual raised amount is less than planned [7]. Group 5: Shareholder Rights and Restrictions - The unallocated profits before the issuance will be shared among new and existing shareholders based on their shareholding ratios post-issuance [8]. - Shares acquired by specific investors will have a lock-up period of 6 months from the issuance date [6][8]. Group 6: Additional Resolutions - The board has also approved the acquisition of a 51% stake in Beijing Blue Ocean Zhixin Energy Technology Co., Ltd. for 60 million yuan, which will become a subsidiary of the company [12][13].

Core Viewpoint - The company plans to issue shares to specific investors in 2025, which is expected to dilute immediate returns and affect key financial metrics, including earnings per share [1][2][4]. Financial Impact of the Share Issuance - The issuance is projected to increase the total share capital from 363,909,648 shares to 391,409,648 shares, with an estimated fundraising of 220 million yuan [3][4]. - Three scenarios for the company's net profit in 2025 have been analyzed: a 10% decrease, no change, and a 10% increase compared to 2024 [4][5]. - Under these scenarios, the basic earnings per share (EPS) and diluted EPS are expected to decrease in the case of a profit decline, remain stable if profits hold, and increase if profits rise [5][6]. Necessity and Rationality of the Fundraising - The fundraising is deemed necessary to enhance the company's competitiveness and sustainable development capabilities, with projects closely aligned with its core business in oil exploration and equipment manufacturing [6][7]. Relationship of Fundraising Projects to Existing Business - The proposed projects include establishing a high-end marine engineering equipment manufacturing base and acquiring a controlling stake in Blue Ocean Intelligence, both aimed at enhancing the company's capabilities in oil and gas exploration and development [7][8]. Measures to Mitigate Dilution of Immediate Returns - The company will implement governance improvements, strengthen fundraising management, and actively promote project implementation to mitigate the dilution of immediate returns [10][11]. - A focus on investor returns will be maintained through a structured profit distribution system, ensuring compliance with regulatory requirements [12]. Commitment from Management - The board and senior management have committed to ensuring the effective execution of measures to mitigate the dilution of immediate returns, including adherence to legal and regulatory standards [12][13].

Group 1 - The company plans to raise up to 220 million yuan through a simplified procedure for issuing shares to specific investors to enhance its capital strength and profitability [1][10][16] - The background of the issuance is driven by the importance of energy, particularly oil and gas, in economic development and social stability [1][2] - Global oil and gas consumption is projected to grow from 1.149 billion tons of standard coal in 2019 to approximately 1.175 billion tons by 2024, maintaining a stable share of around 27% in the global energy consumption structure [2][3] Group 2 - The company has over 30 years of experience in the oil industry, with a focus on developing innovative core products in areas such as AI digital solutions for oil fields and high-end equipment for deep oil and gas exploration [7][9][23] - The issuance aims to support two key projects: the establishment of a high-end marine engineering equipment manufacturing base and the acquisition of a 51% stake in Blue Ocean Intelligence, enhancing the company's capabilities in smart oil field exploration [9][23][24] - The company has a strong technical foundation with over 200 R&D personnel and a commitment to continuous innovation in oil and gas extraction technologies [24][25][26] Group 3 - The global oil and gas industry is experiencing a shift towards marine resource development, with over 70% of oil and gas resources located in oceans, and deepwater resources offering multiple advantages [3][4] - The digital transformation in the oil and gas sector is characterized by trends such as intelligent exploration and development, autonomous production operations, and smart decision-making systems [5][6][7] - The company aims to leverage AI and digital technologies to enhance its competitive edge and adapt to the evolving industry landscape [5][7][9]

证券代码：002278 证券简称：神开股份 公告编号：2025-032 上海神开石油化工装备股份有限公司 关于最近五年被证券监管部门和证券交易所 采取监管措施或处罚的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整， 没有虚假记载、误导性陈述或重大遗漏。 上海神开石油化工装备股份有限公司（以下简称"公司"）严格按照《中华人 民共和国公司法》《中华人民共和国证券法》《深圳证券交易所股票上市规则》及 《上海神开石油化工装备股份有限公司章程》等有关规定和要求规范运作，并在证 券监管部门和深圳证券交易所监督和指导下，不断完善公司治理结构，建立健全内 部管理及控制制度，提高公司治理水平，促进公司持续规范发展。 根据相关法律法规要求，公司对最近五年是否被证券监管部门和深圳证券交易 所采取监管措施或者处罚情况进行了自查，公告如下： 一、公司最近五年被证券监管部门和交易所采取处罚的情况 截至本公告披露之日，公司最近五年不存在被证券监管部门和交易所采取处罚 的情形。 二、公司最近五年被证券监管部门和交易所采取监管措施的情况 截至本公告披露之日，公司最近五年被证券监管部门和交易所采取监管措施及 整改情况如下： （一 ...