（文章来源：证券日报） 证券日报网讯山东矿机9月11日在互动平台回答投资者提问时表示，截至9月10日的股东人数约有13.5 万。 ...

Core Viewpoint - The financial performance of Shandong Mining Machinery Group Co., Ltd. has declined due to decreased demand in the coal machinery industry and intensified competition, leading to significant revenue drops in both coal machinery and gaming sectors [1][3][5]. Financial Performance - The company's operating revenue for the reporting periods was 228,563.89 million, 240,499.84 million, and 237,995.23 million, reflecting a decline attributed to reduced demand for coal mining equipment [1][19]. - The net profit for 2024 was 12,358.52 million, down 28.71% from 2023, with a further decline in the first half of 2025 [19][21]. - The company's accounts receivable increased significantly, with balances of 98,833.36 million, 121,939.30 million, and 152,341.99 million, indicating challenges in cash flow management [2][5]. Industry Context - The coal machinery industry is experiencing a cyclical downturn, with the last peak in investment occurring in 2012-2013, followed by a decline due to falling coal prices and supply-side reforms [13][18]. - The coal machinery market size reached 1,350 billion in 2022, with a compound annual growth rate of approximately 16% from 2016 to 2022, but is now entering an adjustment phase [13][18]. - The competition in the coal machinery sector is intensifying, with larger state-owned enterprises dominating the market, while smaller companies like Shandong Mining Machinery face significant challenges [16][17]. Business Segments - The company's main business segments include coal machinery and intelligent bulk material conveying equipment, both of which are closely tied to the performance of the coal and mining industries [12][15]. - The intelligent bulk material conveying equipment sector is expected to grow due to increased demand from various industries, including ports and power plants, driven by national strategies like the Belt and Road Initiative [15][19]. Gaming Sector - The company's gaming business has seen a drastic revenue decline, with income dropping from 23,940.51 million to 1,837.13 million, reflecting broader industry challenges and regulatory pressures [3][6]. - The acquisition of Beijing Linyou Interactive Technology Co., Ltd. in 2017 has not yielded the expected financial returns, with significant goodwill impairment recorded [3][7]. Cash Flow and Receivables - The net cash flow from operating activities has fluctuated significantly, with negative figures in some periods due to delayed payments and reliance on bill discounting [2][5]. - The high proportion of accounts receivable over one year indicates potential liquidity issues, with the company needing to address credit policies and collection efficiency [5][6].

Core Viewpoint - Shandong Mining Machinery Group Co., Ltd. is planning to issue A-shares to specific investors, aiming to raise up to 3 billion RMB, amidst various operational and market risks in the coal machinery industry [1][2][3]. Company Overview - Shandong Mining Machinery Group was established on December 3, 1999, with a registered capital of 1,782.79 million RMB [10]. - The company primarily manufactures coal mining machinery and related equipment, contributing significantly to the coal mining sector [12][15]. Financial Performance - The company's revenue for recent periods was reported as follows: 2,404.9984 million RMB, 2,697.5725 million RMB, and a decline in net profit by 35.51% and 60.48% in 2024 and the first half of 2025 respectively [2][3]. - The gross profit margin has shown a downward trend, recorded at 22.97%, 23.68%, 21.16%, and 20.76% over the last three years [2][3]. Industry Context - The coal machinery industry is characterized by cyclical fluctuations, heavily influenced by macroeconomic conditions and coal prices [2][3]. - The market size of China's coal machinery industry reached 135 billion RMB in 2022, with a projected growth to 157 billion RMB by 2026 [15][16]. Risks and Challenges - The company faces several risks, including industry policy changes related to carbon neutrality, cyclical volatility in the coal sector, and potential declines in operational performance due to increased competition [2][3]. - Raw material price fluctuations, particularly for steel and components, pose a risk to production costs and profit margins [2][3]. Share Issuance Details - The company plans to issue A-shares at a price of 1.85 RMB per share, which is 80% of the average trading price over the previous 20 trading days [6][8]. - The issuance is directed towards a specific investor, Zhao Huatao, with a maximum subscription amount of 300 million RMB [6][8]. Market Position - Shandong Mining ranks 20th among the top 50 coal machinery enterprises in China, with a sales revenue of 1,263.19 billion RMB in 2023, reflecting a year-on-year growth of 12.76% [18].

Core Points - The company, Shandong Mining Machinery Group Co., Ltd., has received an inquiry letter from the Shenzhen Stock Exchange regarding its application for a specific stock issuance [1] - The company has updated its fundraising prospectus and related application documents in response to the inquiry [1] - The stock issuance is subject to approval from the Shenzhen Stock Exchange and the China Securities Regulatory Commission, with uncertainties regarding the approval timeline [2] Group 1: Stock Issuance and Inquiry - The company received an inquiry letter from the Shenzhen Stock Exchange on April 3, 2025, regarding its application for a specific stock issuance [1] - The company, along with relevant intermediaries, has provided detailed responses to the inquiries and updated the fundraising prospectus accordingly [1] - The updated documents will be disclosed on the Giant Tide Information Network on May 9, 2025 [1] Group 2: Financial Data and Reporting - Following the public disclosure of the company's 2025 semi-annual report, financial data in the fundraising prospectus has been updated [2] - The company will continue to fulfill its information disclosure obligations based on the progress of the stock issuance [2] - Investors are advised to pay attention to investment risks associated with the uncertainty of the approval process [2] Group 3: Stock Trading Anomalies - The company’s stock has experienced abnormal trading fluctuations, with specific criteria outlined for identifying such anomalies [2] - The stock price has deviated significantly over three consecutive trading days, indicating potential volatility [2] - The company is subject to regulatory scrutiny regarding these trading anomalies [2]

联储证券股份有限公司 关于山东矿机集团股份有限公司 之 发行保荐书 保荐机构（主承销商） （山东省青岛市崂山区香港东路 195 号 8 号楼 15 层） 二〇二五年九月 山东矿机向特定对象发行 A 股股票 保荐机构发行保荐书 声 明 联储证券股份有限公司（以下简称"本保荐机构"、"联储证券"）接受山 东矿机集团股份有限公司（以下简称"山东矿机"、"公司"或"发行人"）的 委托，担任山东矿机本次向特定对象发行股票（以下简称"本项目"）的保荐机 构。 本保荐机构及指定的保荐代表人已根据《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》 荐机构发行保荐书 山东矿机向特定对象发行 A 股股票 保荐机构发行保荐书 第一节 本次证券发行基本情况 一、保荐机构名称 保荐机构名称为联储证券股份有限公司。 （以下简称"《证券法》"）、 《证 券发行上市保荐业务管理办法》《上市公司证券发行注册管理办法》（以下简称 "《注册管理办法》"）、《发行证券的公司信息披露内容与格式准则第 27 号— 发行保荐书和发行保荐工作报告》等有关法律、法规和其他规范性文件的有关规 定，诚实守信，勤勉尽责，严格按照依法制 ...

Core Viewpoint - The company, Shandong Mining Machinery Group Co., Ltd., is preparing to issue A-shares to specific targets, with a total fundraising amount not exceeding 300 million yuan, aimed at supplementing working capital [17][28]. Group 1: Legal Opinions and Compliance - The law firm, Shandong Deheng Law Firm, has been engaged as a special legal advisor for the issuance process, ensuring compliance with relevant laws and regulations [3][4]. - The issuance is subject to the review by the Shenzhen Stock Exchange, which has raised inquiries regarding the company's land use and operational licenses [3][6]. Group 2: Land Use Issues - A subsidiary, Shandong Chengtong Forging Co., Ltd., has a land use issue where it occupies 321.7 square meters of land without proper ownership documentation, which may lead to forced execution by local authorities [6][9]. - The company is in discussions to purchase the occupied land, but there is significant uncertainty regarding the outcome of these negotiations [9][10]. Group 3: Financial Aspects of the Issuance - The proposed issuance price is set at 1.85 yuan per share, with the closing price on April 3 being 3.91 yuan per share, indicating a potential discount for the issuance [17]. - The funds raised will be primarily sourced from the actual controller's son, Zhao Huatao, who plans to use 20% from personal funds and 80% from self-raised funds [20]. Group 4: Financial Viability and Risk Assessment - Zhao Huatao's financial background indicates a strong capacity to cover the subscription amount, with personal assets and potential bank loans available for financing [21][25]. - The company has committed to ensuring that no improper financial arrangements exist regarding the subscription, maintaining compliance with regulatory requirements [27].

联储证券股份有限公司 关于山东矿机集团股份有限公司 之 上市保荐书 保荐机构（主承销商） （山东省青岛市崂山区香港东路 195 号 8 号楼 15 层） 二〇二五年九月 山东矿机向特定对象发行 A 股股票 保荐机构上市保荐书 声明 联储证券股份有限公司（以下简称"保荐机构"、"联储证券"）接受山东 矿机集团股份有限公司（以下简称"山东矿机"、"公司"或"发行人"）的委 托，担任山东矿机本次向特定对象发行 A 股股票（以下简称"本项目"）的保 荐机构。 保荐机构及其保荐代表人已根据《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》"）、《证券发行 上市保荐业务管理办法》 《上市公司证券发行注册管理办法》 （以下简称"《注册 管理办法》"）等法律法规和中国证券监督管理委员会（以下简称"中国证监 会"）、深圳证券交易所（以下简称"深交所"）有关规定，诚实守信，勤勉尽 责，严格按照依法制定的业务规则和行业自律规范出具上市保荐书，并保证所出 具文件真实、准确、完整。 （本上市保荐书如无特别说明，相关用语具有与《山东矿机集团股份有限公 司 2024 年度向特定对象发行 ...

Core Viewpoint - Shandong Mining Machinery Group Co., Ltd. is responding to the inquiry letter regarding its application for a specific stock issuance, highlighting challenges in revenue and profit due to industry demand fluctuations and increased competition in the coal machinery sector [1]. Financial Performance - The company's operating revenue for the reporting periods was 228,563.89 million, 240,499.84 million, and 237,995.23 million, indicating a decline attributed to decreased demand in the coal machinery industry and intensified competition [1][6]. - The net profit for 2024 was 12,358.52 million, down 28.71% from the previous year, with a significant drop in the first half of 2025 compared to the same period in 2024 [1][15]. - Accounts receivable increased from 98,833.36 million to 145,817.61 million over the reporting periods, with a notable rise in overdue accounts [1][3]. Industry Context - The coal machinery industry has experienced a compound annual growth rate of approximately 16% from 2016 to 2022, reaching a scale of 1,350 billion in 2022 [6]. - The industry is currently in an adjustment phase, with a projected market size of 1,570 billion by 2026, driven by equipment replacement and modernization in coal mining [7][12]. - The competition in the coal machinery sector is primarily among large state-owned enterprises and leading companies with core technologies, with Shandong Mining ranked 20th among the top 50 coal machinery companies in China [10][9]. Business Segments - The main business segments include coal machinery and intelligent bulk material conveying equipment, with the latter's market expected to grow due to increased demand from various downstream industries [8][12]. - The coal machinery segment's demand is closely linked to coal production growth and mechanization rates, with expectations for stable demand driven by equipment upgrades and new coal production capacity [12][13]. Challenges and Strategies - The company faces challenges such as increased competition leading to price reductions and changes in credit policies to stimulate sales [15][16]. - The rise in sales expenses is attributed to efforts to maintain existing customers and expand market reach amid fierce competition [15][16].

Core Viewpoint - Shandong Mining Machinery Group Co., Ltd. has responded to the Shenzhen Stock Exchange's inquiry regarding its application for a specific stock issuance, providing detailed explanations about its performance and financial status [1] Performance Decline Reasons and Industry Comparison - During the reporting period, Shandong Mining's operating revenue was 2,285.64 million, 2,404.99 million, 2,697.57 million, and 1,708.46 million, with a non-recurring net profit of 33.44 million, 96.55 million, 137.29 million, and 93.52 million, showing a year-on-year decline of 52.80% in the most recent period. The decline is attributed to decreased demand in the coal mining equipment industry and intensified competition, leading to a significant drop in revenue from coal machinery [2] - Compared to industry peers, Shandong Mining's revenue and profit trends differ due to variations in business scale, shareholder background, and product structure. The company's performance decline is primarily due to reduced bidding prices in response to competition, resulting in lower revenue, alongside increased sales expenses. However, stable growth in downstream coal production and demand for coal machinery, along with equipment renewal policies, are expected to drive demand, with a forecasted recovery in growth by 2025 [3] Accounts Receivable and Credit Policy Analysis - At the end of each reporting period, the company's accounts receivable balances were 988.34 million, 1,219.39 million, 1,523.42 million, and 1,458.18 million, with over one-year accounts receivable accounting for 31.39%, 29.40%, 29.62%, and 33.41% respectively. The accounts receivable turnover rates were 3.35, 2.80, 2.43, and 1.38. The company explained that this was due to adjustments in credit policies, such as extending payment terms and relaxing payment conditions, which are commercially reasonable [4] Operating Cash Flow and Inventory Situation - The company's net cash flow from operating activities fluctuated significantly, not aligning with net profit trends, mainly due to market competition affecting payment collection and settlement methods, as well as large contract inventory occupying funds. The company has implemented measures to ensure cash collection, and the net cash flow from operating activities turned positive in 2024. The inventory book value at the end of each reporting period was 606.04 million, 718.20 million, 746.37 million, and 866.18 million, with a rapid increase in dispatched goods. The growth in inventory is attributed to the expansion of the belt conveyor business, and the provision for inventory impairment is higher than the industry average, indicating sufficient provisioning [5] Game Business Contraction and Future Planning - During the reporting period, the company's online game business revenue was 239.41 million, 18.37 million, 7.27 million, and 1.76 million, with gross margins of 33.20%, 36.51%, 64.10%, and -179.04%. The business has been continuously contracting due to the departure of the original management team, product lifecycle decline, and industry policies affecting the new game launch cycle. Moving forward, the management plans to focus on the core business of coal machinery and belt conveyors, discontinuing the expansion of the gaming business [6]

证券代码：002526 证券简称：山东矿机 山东矿机集团股份有限公司 与 联储证券股份有限公司 关于山东矿机集团股份有限公司 申请向特定对象发行股票 的审核问询函回复 保荐机构（主承销商） 山东省青岛市崂山区香港东路 195 号 8 号楼 15 层 二〇二五年九月 深圳证券交易所： 贵所《关于山东矿机集团股份有限公司申请向特定对象发行股票的审核问询 函》（审核函〔2025〕120013 号）（以下简称"问询函"）已收悉。山东矿机 集团股份有限公司（以下简称"山东矿机"、"发行人"或"公司"）会同联储 证券股份有限公司（以下简称"保荐人"）、山东德衡律师事务所（以下简称"发 行人律师"）和永拓会计师事务所（特殊普通合伙）（以下简称"发行人会计师"） 就问询函所提问题进行了逐项落实并回复，同时按照要求对《山东矿机集团股份 有限公司 2024 年度向特定对象发行 A 股股票募集说明书》（以下简称"募集说 明书"）进行了修订和补充，现回复如下，请贵所予以审核。 说明： 除非文义另有所指，本回复中的简称或名词释义与募集说明书具有相同含义。 本问询函回复的字体说明如下： | 问询函所列问题 | 黑体（加粗） | | -- ...