Investment Rating - The investment rating for the company is "Buy" (maintained) [1][4] Core Insights - The company reported a revenue of 15.09 billion yuan and a net profit attributable to shareholders of 892 million yuan for 2025, reflecting a year-on-year change of +3.17% and -21.54% respectively [3] - The company has implemented a global strategy focusing on core market deepening and agile exploration of new markets, resulting in overseas revenue of 130 million yuan, a year-on-year increase of 58.1% [3] - The company plans to accelerate development in key regions and optimize channel combinations to enhance store profitability, with expected EPS for 2026-2028 at 0.44, 0.48, and 0.53 yuan respectively [4][5] Financial Performance - For 2025, the company achieved a gross margin of 45.1%, with a projected gross margin of 45.3% for 2026 [5] - The company’s total revenue is expected to grow from 15.09 billion yuan in 2025 to 18.81 billion yuan in 2028, with a compound annual growth rate of approximately 8.2% [5] - The net profit attributable to shareholders is projected to increase from 892 million yuan in 2025 to 1.43 billion yuan in 2028, with a year-on-year growth of 9.9% in 2028 [5] Product Segment Performance - The children's clothing segment outperformed casual wear, with children's clothing revenue reaching 10.8 billion yuan, a year-on-year increase of 5.18% [3] - Casual wear revenue was 4.05 billion yuan, reflecting a decline of 3.2% year-on-year, but with an improved gross margin of 40.5%, up by 5.02 percentage points [3] Channel Expansion - The company expanded its direct sales channels, ending 2025 with 1,028 direct stores, a net increase of 48 stores [3] - Direct sales revenue grew by 30.3% year-on-year to 2.02 billion yuan, while franchise revenue decreased by 5.0% to 5.77 billion yuan [3] Inventory Management - The company reported a year-end inventory value of 3.18 billion yuan, a decrease of 8.6% year-on-year, indicating improved inventory management [3] - The cash flow from operating activities increased by 37.0% year-on-year to 1.73 billion yuan, primarily due to increased sales collections [3]

Investment Rating - The report maintains a "Buy" rating for the company, indicating a positive outlook for its stock performance [7]. Core Views - The company's revenue for 2025 is projected to be CNY 15.09 billion, reflecting a year-on-year increase of 3%, while the net profit attributable to shareholders is expected to decline by 22% to CNY 0.89 billion [1]. - The company plans to distribute a total dividend of CNY 0.808 billion, resulting in a high payout ratio of 91% and a dividend yield of 5.5% based on the closing price on March 31, 2026 [1]. - The company is expected to achieve steady growth in revenue and net profit in the coming years, with net profit projected to reach CNY 1.03 billion in 2026, representing a year-on-year increase of 15.3% [5]. Summary by Sections Financial Performance - For Q4 2025, the company's revenue remained flat at CNY 5.25 billion, while net profit decreased by 7% to CNY 0.36 billion [2]. - The gross margin for Q4 2025 improved by 3.0 percentage points to 45.1%, indicating better cost management [2]. - The company reported an asset impairment loss of CNY 0.21 billion in Q4 2025, up from CNY 0.07 billion in the same period last year [2]. Business Segments - The children's clothing segment is expected to generate CNY 10.8 billion in revenue for 2025, a 5% increase year-on-year, while the adult casual wear segment is projected to decline by 3% to CNY 4.05 billion [3]. - The company has opened 743 new stores in the children's clothing segment, while closing 1,002, resulting in a net addition of 259 stores [3]. - Online sales are anticipated to grow by 5% to CNY 6.97 billion, with a gross margin increase of 0.5 percentage points to 45.8% [4]. Cash Flow and Inventory Management - The company reported a year-on-year decrease in inventory of 8.7% to CNY 3.18 billion, with inventory turnover days increasing by 8.3 days to 144.7 days [4]. - The net cash flow from operating activities for the year was CNY 1.73 billion, approximately 1.9 times the net profit attributable to shareholders [4]. Future Outlook - The company is expected to achieve steady growth in revenue and net profit in 2026, with projected net profit reaching CNY 1.03 billion [5]. - The report estimates that the company's revenue will grow at a high single-digit rate in the coming years, supported by ongoing business reforms and market expansion [5].

Investment Rating - The report maintains a "Buy" rating for the company, indicating a positive outlook for its stock performance [7]. Core Insights - The company's revenue for 2025 is projected to be CNY 15.09 billion, reflecting a year-on-year increase of 3%, while the net profit attributable to shareholders is expected to decline by 22% to CNY 0.89 billion [1]. - The company plans to distribute a total dividend of CNY 0.808 billion, resulting in a high payout ratio of 91% and a dividend yield of 5.5% based on the closing price on March 31, 2026 [1]. - The company is expected to achieve a revenue growth rate in the high single digits for 2026, with net profit growth anticipated to outpace revenue growth [5]. Summary by Sections Financial Performance - For Q4 2025, the company's revenue remained flat at CNY 5.25 billion, with a net profit of CNY 0.36 billion, down 7% year-on-year [2]. - The gross margin for Q4 2025 improved by 3.0 percentage points to 45.1%, while the net profit margin decreased by 0.6 percentage points to 6.7% [2]. Business Segments - The children's clothing segment is expected to generate CNY 10.8 billion in revenue for 2025, a 5% increase year-on-year, while the adult casual wear segment is projected to decline by 3% to CNY 4.05 billion [3]. - The company continues to optimize its product structure in the e-commerce sector, with online sales expected to grow by 5% to CNY 6.97 billion in 2025 [4]. Cash Flow and Inventory Management - The company reported a year-on-year decrease in inventory of 8.7% to CNY 3.18 billion, with inventory turnover days increasing by 8.3 days to 144.7 days [4]. - The net cash flow from operating activities for the year is projected to be CNY 1.73 billion, approximately 1.9 times the net profit attributable to shareholders [4]. Future Outlook - The company is expected to maintain steady growth in the medium to long term, with projected net profits of CNY 1.03 billion, CNY 1.14 billion, and CNY 1.26 billion for 2026, 2027, and 2028, respectively [5].

Investment Rating - The investment rating for the company is "Buy" [8] Core Insights - The company reported a revenue of 15.09 billion yuan for 2025, reflecting a year-on-year growth of 3.2%, while the net profit attributable to shareholders was 892 million yuan, down 21.5% year-on-year [8] - The company maintains a high dividend payout ratio of 91%, with a total cash dividend of 810 million yuan for the year, resulting in a dividend yield of approximately 5.5% [8] - The gross profit margin has shown a steady increase, reaching 45.1% for 2025, despite a rise in operating expenses [8] - The company is focusing on optimizing its store operations and has seen a reduction in inventory levels, with a year-on-year decrease of 8.7% [8] Financial Data and Profit Forecast - Total revenue projections for the company are as follows: 16.33 billion yuan for 2026, 17.74 billion yuan for 2027, and 19.27 billion yuan for 2028, with expected growth rates of 8.2%, 8.6%, and 8.6% respectively [7] - The forecasted net profit attributable to shareholders is expected to be 1.003 billion yuan for 2026, 1.129 billion yuan for 2027, and 1.285 billion yuan for 2028, with growth rates of 12.4%, 12.6%, and 13.8% respectively [7] - The earnings per share are projected to be 0.37 yuan for 2026, 0.42 yuan for 2027, and 0.48 yuan for 2028 [7] Segment Performance - The children's clothing segment (Balabala) generated revenue of 10.8 billion yuan in 2025, with a growth of 5.2%, while the casual wear segment (Semir) saw a revenue decline of 3.2% to 4.05 billion yuan [8] - Online sales reached 6.97 billion yuan, up 4.5% year-on-year, while offline direct sales increased by 30.3% to 2.02 billion yuan [8]

Investment Rating - The investment rating for the company is "Buy" [1] Core Views - The company has shown a trend of cost control since the second half of the year, with improvements noted in the latter part of the year despite challenges in revenue growth and profitability [2][7] - Revenue growth is primarily driven by children's apparel and overseas business, while casual wear has seen a decline [2][3] - The company plans to distribute a dividend of 0.15 yuan per share, with a total dividend payout of 0.30 yuan, resulting in a payout ratio of 90.6% and a dividend yield of 5.4% [2] Financial Performance Summary - In 2025, the company's revenue, net profit attributable to the parent, and operating cash flow were 15.09 billion, 0.892 billion, and 1.73 billion yuan respectively, with year-on-year changes of 3.17%, -21.54%, and +36.95% [2] - The gross margin for the company improved to 45.10%, with a notable increase in the main brand's gross margin to 40.50% [4] - The company experienced a decline in net profit margin to 5.91%, primarily due to increased sales expenses and asset impairment losses [4] Store Performance and Strategy - The company has seen a net reduction in stores, with a total of 7,931 stores at the end of 2025, and a focus on improving direct store efficiency [3][7] - The company is accelerating its overseas expansion, with the children's brand having entered over 20 countries and regions [3] Future Outlook - The company is expected to continue its cost control trend into 2026, with potential for net store openings despite ongoing inventory challenges among franchisees [7] - Revenue growth drivers include overseas store openings and new retail strategies [7] - Earnings forecasts for 2026 and 2027 have been adjusted downwards, with projected revenues of 15.62 billion and 16.63 billion yuan respectively [7]

Group 1: Company Overview - Semir Apparel was established in 2002, focusing on casual and children's clothing as its main products [7] - The company operates two major brand clusters: Semir for adult casual wear and Balabala for children's clothing, achieving a leading position in the industry [7] - The business model includes brand operation, design, production organization, retail management, and logistics [7] Group 2: Business Strategy - In 2025, the company proposed a "dual mainstay, dual potential, globalization" strategy to guide business growth [8] - The focus is on enhancing brand building, channel upgrades, and product iterations for the two main brands [8] - The company aims to innovate and grow its children's sports brand and optimize the MOP brand's multi-channel matrix [8] Group 3: Financial Performance - In 2025, total revenue reached ¥15.09 billion, a year-on-year increase of 3.17%, while net profit was ¥892 million, a decrease of 21.54% [10] - Revenue from casual wear was ¥4.05 billion (26.87% of total), down 3.22%, while children's wear revenue was ¥10.80 billion (71.57% of total), up 5.18% [11] - Online sales accounted for ¥6.97 billion (46.21% of total revenue), with a growth of 4.5%, while direct sales grew by 30.25% to ¥2.02 billion [11] Group 4: Profitability Metrics - The gross profit margin for the apparel sector was 45.05%, an increase of 1.16 percentage points from the previous year [12] - Casual wear gross margin was 40.50%, up 5.02 percentage points, while children's wear gross margin was 46.75%, down 0.56 percentage points [13] Group 5: Retail and Store Network - As of the end of the reporting period, the company had 7,931 offline stores, including 1,028 direct-operated, 6,872 franchised, and 31 joint-operated stores [15] - The total number of stores decreased by 394 from the beginning of the period, with a notable reduction in franchised stores [15] - The company has established online sales channels on major e-commerce platforms such as Taobao and JD.com [15] Group 6: Inventory and Cash Flow - As of December 31, 2025, inventory balance was ¥3.69 billion, a decrease of 4.73% year-on-year [16] - The net cash flow from operating activities increased by 36.95% to ¥1.73 billion, with total cash holdings at ¥8.54 billion [18] Group 7: Dividend Policy - The company plans to distribute a cash dividend of ¥1.50 per 10 shares, totaling ¥8.08 billion, which is 90% of the net profit [18] - If approved, the cumulative dividend since listing will reach ¥12.99 billion, with a payout ratio of 75.45% [18] Group 8: Market Outlook - In 2026, the company will continue to focus on consumer-centric strategies and long-term benefits, aiming for sustainable development through value creation [20] - The retail situation showed a 5.12% increase year-on-year for 2025, with a projected 12.73% increase for the first quarter of 2026 [19]

证券代码：002563 证券简称：森马服饰 公告编号：2026-11 浙江森马服饰股份有限公司 关于 2024 年股票期权激励计划第二个行权期行权条件未成就、注销 部分股票期权及调整期权价格的公告 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。 浙江森马服饰股份有限公司(以下简称"公司"或"本公司")于 2026 年 3 月 27 日在 公司召开第七届董事会第三次会议，会议审议通过了《关于 2024 年股票期权激励计划第 二个行权期行权条件未成就、注销部分股票期权及调整期权价格的议案》，具体如下： 一、本激励计划已履行的相关审批程序 （一）2024 年 9 月 5 日，公司召开第六届董事会第十次会议，会议审议通过了《关于 <公司 2024 年股票期权激励计划（草案）>及其摘要的议案》、《关于<公司 2024 年股票 期权激励计划实施考核管理办法>的议案》、《关于提请股东大会授权董事会办理公司股 权激励计划相关事项的议案》。 同日，公司召开第六届监事会第九次会议，会议审议通过了《2024 年股票期权激励计 划（草案）》及其摘要、《2024 年股票期权激励计划实施 ...

（2025 年 01 月 01 日至 2025 年 12 月 31 日止） | | 目录 | 页次 | | --- | --- | --- | | 一、 | 审计报告 | 1-5 | | 二、 | 财务报表 | | | | 合并资产负债表和母公司资产负债表 | 1-4 | | | 合并利润表和母公司利润表 | 5-6 | | | 合并现金流量表和母公司现金流量表 | 7-8 | | | 合并所有者权益变动表和母公司所有者权益变动表 | 9-12 | | | 财务报表附注 | 1-112 | 浙江森马服饰股份有限公司 审计报告及财务报表 二○二五年度 浙江森马服饰股份有限公司 审计报告及财务报表 我们认为，后附的财务报表在所有重大方面按照企业会计准则的 规定编制，公允反映了森马服饰 2025 年 12 月 31 日的合并及母公司 财务状况以及 2025 年度的合并及母公司经营成果和现金流量。 审 计 报 告 二、 形成审计意见的基础 我们按照中国注册会计师审计准则的规定执行了审计工作。审计 报告的"注册会计师对财务报表审计的责任"部分进一步阐述了我们 在这些准则下的责任。按照《中国注册会计师独立性准则第 1 号 ...

上海精诚磐明律师事务所 上海环球金融中心15楼T61 邮政编码: 200120 中国上海市浦东新区世纪大道100号 Brightstone Lawyers Suite T61, 15/F, Shanghai World Financial Center No.100 Century Avenue, Pudong New District Shanghai 200120, China Tel 电话: +86 21 6881 5499 www.brightstonelawyers.com 上海精诚磐明律师事务所 关于浙江森马服饰股份有限公司 2024 年股票期权激励计划 第二个行权期行权条件未成就、注销部分股票期权 及调整期权价格的 法律意见书 精诚磐明法字(2026)第 SHE2024056-2 号 二〇二六年三月 1 上海精诚磐明律师事务所 上海精诚磐明律师事务所（以下简称"本所"）接受浙江森马服饰股份有限公司 （以下简称"森马服饰"或"公司"）的委托，担任森马服饰 2024 年股票期权激励计划 （以下简称"本激励计划"）项目的专项法律顾问，现本所律师根据《中华人民共和 国公司法》（以下简称《公司法》）、《中 ...

内部控制审计报告 浙江森马服饰股份有限公司 内部控制审计报告 2025 年度 信会师报字[2026]第 ZF10174 号 浙江森马服饰股份有限公司全体股东： 按照《企业内部控制审计指引》及中国注册会计师执业准则的相 关要求，我们审计了浙江森马服饰股份有限公司（以下简称贵公司） 2025 年 12 月 31 日的财务报告内部控制的有效性。 一、 企业对内部控制的责任 内控审计报告 第 1页 四、 财务报告内部控制审计意见 我们认为，贵公司于 2025 年 12 月 31 日按照《企业内部控制基 本规范》和相关规定在所有重大方面保持了有效的财务报告内部控制。 按照《企业内部控制基本规范》、《企业内部控制应用指引》、《企 业内部控制评价指引》的规定，建立健全和有效实施内部控制，并评 价其有效性是贵公司董事会的责任。 二、 注册会计师的责任 我们的责任是在实施审计工作的基础上，对财务报告内部控制的 有效性发表审计意见，并对注意到的非财务报告内部控制的重大缺陷 进行披露。 三、 内部控制的固有局限性 内部控制具有固有局限性，存在不能防止和发现错报的可能性。 此外，由于情况的变化可能导致内部控制变得不恰当，或对控制政策 ...