证券代码：002602 证券简称：ST 华通 公告编号：2025-038 浙江世纪华通集团股份有限公司关于 定向回购注销业绩补偿股份减资暨通知债权人的公告 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。 一、基本情况 浙江世纪华通集团股份有限公司（以下简称"公司"）于 2025 年 5 月 30 日召 开第六届董事会第九次会议和第六届监事会第七次会议，且于 2025 年 6 月 19 日 召开 2025 年第二次临时股东大会，审议通过了《关于重大资产重组业绩承诺补 偿方案暨拟回购注销对应补偿股份的议案》和《关于提请股东大会授权公司董事 会全权办理回购并注销股份相关事宜的议案》。 为维护公司和全体投资者利益，公司将以总价人民币 1.00 元定向回购上海 曜瞿如网络科技合伙企业（有限合伙）、绍兴上虞熠诚企业管理咨询合伙企业（有 限合伙）（现名"上海熠趣盛企业管理咨询合伙企业（有限合伙）"）、绍兴上虞 吉仁企业管理咨询合伙企业（有限合伙）（现名"上海吉虞梵企业管理咨询合伙 企业（有限合伙）"）（以下合称"补偿义务人"）合计应补偿股份 126,627,700 股 并注 ...

法律意见书 浙江天册律师事务所 关于 浙江世纪华通集团股份有限公司 2025 年第二次临时股东大会的 法律意见书 浙江省杭州市杭大路 1 号黄龙世纪广场 A 座 11 楼 310007 电话：0571-87901111 传真：0571-87901500 法律意见书 浙江天册律师事务所 关于 浙江世纪华通集团股份有限公司 2025 年第二次临时股东大会的 编号：TCYJS2025H1023 号 致: 浙江世纪华通集团股份有限公司 浙江天册律师事务所（以下简称"本所"）接受浙江世纪华通集团股份有限 公司（以下简称"世纪华通"或"公司"）的委托，指派本所律师参加公司 2025 年第二次临时股东大会，并根据《中华人民共和国证券法》（以下简称"《证券 法》"）、《中华人民共和国公司法》（以下简称"《公司法》"）和《上市公 司股东会规则》（以下简称"《股东会规则》"）等法律、法规和其他有关规范 性文件的要求出具本法律意见书。 在本法律意见书中，本所律师仅对本次股东大会召集、召开程序、出席人员 的资格、召集人的资格、表决程序及表决结果的合法有效性发表意见，不对会议 所审议的议案内容和该等议案中所表述的事实或数据的真实性和准 ...

特别提示： 1、本次股东大会无否决议案的情况。 2、根据《上市公司股份回购规则》《深圳证券交易所上市公司自律监管指 引第 9 号——回购股份》的有关规定，上市公司回购专用账户中的股份不享有股 东大会表决权，在计算股东大会股权登记日的总股本时应扣减已回购股份，并以 此为准计算股东大会决议的表决结果。截至股权登记日，公司回购股份专用证券 账户内存有 13,338,500 股股票，故本次股东大会表决权总股数为 7,439,218,468 股。 3、本次股东大会不涉及变更以往股东大会已通过的决议。 一、会议召开情况 1、召开时间： 现场会议时间：2025 年 6 月 19 日（星期四）下午 14:30； 网络投票时间：2025 年 6 月 19 日上午 9:15 至 2025 年 6 月 19 日下午 3:00； 其中通过深圳证券交易所交易系统进行网络投票的具体时间为 2025 年 6 月 19 日上午 9:15-9:25，9:30-11:30 和下午 1:00-3:00；通过深圳证券交易所互联网 投票系统进行网络投票的具体时间为 2025 年 6 月 19 日上午 9:15 至 6 月 19 日下 午 3:00 期 ...

Core Insights - In May, ByteDance maintained a significant lead in overseas revenue among non-gaming Chinese companies, while Ruqi Software saw a revenue surge of over 32.4% due to its AI-enhanced app features [3][4] - Meitu's overseas revenue increased by over 12.4% driven by its AI features in the app "Wink," contributing to its stable ranking [3] - Xiaohongshu, rebranded as "rednote," experienced a 75% increase in overseas revenue, helping its parent company rise in rankings [4] Non-Gaming Companies - ByteDance ranked first with 78 apps, maintaining its leading position in overseas revenue [1] - Ruqi Software's app "PictureThis" achieved an estimated monthly revenue of nearly 100 million yuan, marking a continuous growth trend [3] - Meitu's "BeautyCam" and other apps are part of its strategy to embrace AI, contributing to revenue growth [3] - Xiaohongshu's global strategy has led to a stable monthly active user base exceeding 10 million [4] - Youku's overseas version saw an 18.9% revenue increase due to popular content, allowing it to return to the rankings [4] Gaming Companies - Diandian Interactive's new game "Kingshot" saw a revenue increase of over 81.7%, reaching an estimated 190 million yuan [7] - Lilith's game "AFK Journey" experienced a revenue growth of over 54.9%, particularly in the U.S. market [7] - NetEase's new game "Dunk City Dynasty" generated over 1 million USD in less than ten days, indicating potential for future growth [8] - Jiangyu Interactive's "Top Heroes" achieved an estimated revenue of nearly 230 million yuan, contributing to its ranking improvement [8] - Yishijie’s new game "Lands of Jail" generated over 8.21 million USD, with a growth rate of over 75.4% [9]

Core Insights - In May, 33 Chinese game publishers made it to the global mobile game publisher revenue ranking, collectively earning $2.02 billion, which accounts for 36.6% of the total revenue of the top 100 publishers globally [1] Group 1: Company Performance - Point Interactive, a subsidiary of Century Huatong, maintained strong performance with its hit game "Whiteout Survival" showing continued growth, and new game "Kingshot" doubling its revenue in May, leading to a 13% month-over-month increase in overall revenue [2] - Lilith Games saw a 55% revenue surge for "AFK Journey" due to a collaboration with the popular IP "Fairy Tail," alongside stable performance from existing titles, resulting in a 12% month-over-month revenue growth and moving up to 10th place in the revenue ranking [2] - Tuyu Games experienced a 19% month-over-month revenue increase, driven by multiple casual games, securing the 14th position in the revenue ranking [2] Group 2: Game Launches and Updates - Kuro Game's "Ningchao" celebrated its one-year anniversary with a new version launch, resulting in a 23% month-over-month revenue increase, placing it at 16th in the revenue ranking [3] - Joy Net Games' RPG "Endless Journey: Scroll World" saw a 208% revenue increase in May, propelling it into the top ten of the Korean mobile game revenue ranking and boosting the publisher's global revenue by 6% [3] - Yishijie’s new 4X strategy game "Lands of Jail" continued its strong growth with a 72% revenue increase in May, following a 342% increase in April, significantly contributing to the publisher's overall revenue growth of 53% [3] Group 3: Market Trends - Tencent's "Honor of Kings" and "Peacekeeper Elite" maintained their top positions in the Chinese App Store, with the latter seeing a 21% revenue increase due to new season updates and collaborations [5] - The competitive landscape in the Chinese App Store is intense, with classic products dominating the top spots in May [3]

Core Insights - 2024 is seen as a pivotal year for the gaming industry, with companies facing challenges due to market shifts and increased competition [1] - A total of 30 publicly listed gaming companies reported impairment losses, indicating significant operational issues and reduced goodwill [1] - The trend of startups heavily investing in single products has led to many failures, particularly among newer companies [2] Group 1: Impairment Losses and Company Performance - Guangzhou Zhuoyou reported an impairment loss of approximately 26.66 million yuan due to poor performance of its game "One Piece: Dream Pointer," which was launched in April 2023 and subsequently taken down [3][5] - Chengdu Fanpas faced an impairment loss of about 4.31 million yuan, primarily due to the failure of its second game "Leap Rainbow Mirror," which was released in June 2023 [7][9] - Shanghai Mumu reported an impairment loss of approximately 16.79 million yuan, attributed to the underperformance of its game "Galaxy Explorers: New Home" [10][11] Group 2: Market Challenges and Competitive Landscape - The gaming market is increasingly saturated, making it difficult for new entrants to compete against established products, even with strong backing from major investors [18][26] - Companies like Shanghai Wuwei and Shanghai Yuelong Zhiyu are struggling due to poor performance of their flagship titles, leading to significant impairment losses [19][24] - The report highlights that many companies are facing a lack of clear financing plans and ongoing losses, which complicates their ability to recover [9][10] Group 3: Investment Trends and Strategic Shifts - Investment strategies among listed companies are shifting, with some focusing on expanding their strengths while others are exploring new areas [47][48] - Companies like Perfect World and Ke Ying Network are adjusting their investment approaches in response to market conditions, indicating a cautious outlook [48][49] - The overall trend suggests a cooling investment climate, impacting both established and emerging companies in the gaming sector [48]

Core Viewpoint - The gaming industry is facing significant challenges from private servers and cheating tools, which negatively impact the healthy development of the industry and the normal operations of gaming companies [1] Group 1: Industry Actions Against IP Infringement - Major gaming companies in China have intensified efforts to combat intellectual property infringement, achieving notable results [2][4] - Giant Network (002558) collaborated with law enforcement to dismantle a private server operation related to the game "Original Journey," resulting in the arrest of 11 suspects and an involved amount of nearly 1 million yuan [2] - The "Sword Net 2025" initiative, launched by multiple government departments, aims to strengthen copyright protection in the anime and gaming sectors, focusing on illegal copying and distribution [3] Group 2: Company-Specific Achievements - Century Huatong reported two significant achievements in IP protection, including administrative penalties against private server operators of "Fengyun" and the dismantling of the "Firebird Engine" technology chain related to "Legend 3" [5] - Other leading gaming companies, such as NetEase and miHoYo, have also reported cases of combating private servers and cheating tools, with a notable court ruling in April ordering compensation of 1.52 million yuan for unauthorized private server operations of "Dream Journey" [5] Group 3: Ongoing Commitment to IP Protection - G-bits (603444) expressed strong support for the "Sword Net 2025" initiative and committed to continuous high-pressure measures against private servers and cheating tools [6] - Giant Network plans to enhance its efforts against private servers related to the "Journey" IP through technological and legal means to protect player rights [6]

Summary of Key Points from the Conference Call Industry Overview - The gaming sector in China experienced a strong recovery, with April 2025 domestic gaming market revenue increasing by 22% year-on-year to 27.35 billion yuan, driven primarily by mobile games which grew by 28.4% [1][5] - The overseas mobile gaming revenue from China also saw a growth of 9.6% year-on-year, reaching 1.554 billion USD, indicating the increasing competitiveness of Chinese games in the global market [1][5] Core Insights and Arguments - The gaming sector has been performing well since Q3 2024, with a continued positive outlook into 2025, supported by product cycles, favorable policies, and the emergence of AI-native games [2] - Major gaming companies like Tencent, NetEase, and miHoYo are expected to launch significant new products in Q4 2025, which will drive market growth [1][7] - The A-share gaming market is anticipated to maintain high growth rates in Q3 and Q4 2025, with several new games in testing phases [7] Company-Specific Highlights - **Perfect World**: The new game "异火" is expected to generate over 5 billion yuan in its first year, and the company has undergone management changes to improve operational efficiency [3][19] - **Giant Network**: The game "超自然行动组" has exceeded expectations in economic performance, with a projected 15% year-on-year increase in net profit for 2025 [11][30] - **ST Huatuo**: The company’s product "Wild Chaos Survival" has maintained its position as a top overseas mobile game, with monthly revenue exceeding 200 million USD [1][12] Emerging Trends and Innovations - The gaming industry is leveraging innovative business models and technologies, such as AI and IP integration, to enhance user engagement and revenue [4][28] - The introduction of AI gameplay in games like "太空杀" has shown significant user acceptance, with a 30% penetration rate among daily active users [28] Future Product Pipeline - Notable upcoming games include Tencent's "DNF Mobile" and miHoYo's "绝区 0", which are expected to further propel industry growth [6] - Companies like 凯英网络 and 吉比特 have a robust pipeline of new games, with several already showing promising early performance [8][10] Financial Performance Expectations - ST Huatuo is projected to achieve revenues of 5 to 5.5 billion yuan in 2025, with a strong performance from its core products [17] - Perfect World is expected to see a profit of 2.6 billion yuan in 2025, supported by multiple new game launches [22] Investment Recommendations - The report recommends investing in ST Huatuo, Perfect World, 凯英网络, 吉比特, and Giant Network, citing their strong product pipelines and favorable market conditions [31]

Summary of the Gaming Industry Conference Call Industry Overview - The gaming industry is currently undervalued, with an average valuation of 15-18 times earnings, significantly lower than new consumption companies which are valued at 25-30 times earnings [1][2][4] - The industry experienced a growth rate of 20% in April, driven by leading companies maintaining and innovating existing games, while smaller companies are breaking through in niche segments [1][2][8] Key Players and Performance - Leading companies such as Tencent, NetEase, and miHoYo have achieved growth through long-term operations of existing games like "Honor of Kings," "Peacekeeper Elite," and "Genshin Impact" [1][5] - Smaller companies like Gigabit, Electric Soul, and Century Huatong are innovating in niche areas, with titles like "Endless Winter" and "King's Raid" showing significant revenue growth [1][6][7] Market Dynamics - The gaming industry is showing potential to be part of the new consumption sector, with a recovery in growth rates and active exploration of AI applications and product innovations [8] - Upcoming months will see the launch of multiple new products, particularly during the summer season, which is expected to boost user engagement and spending [9] Competitive Landscape - The competitive landscape is stabilizing, with companies focusing on their strengths; Tencent leads in FPS games, while smaller companies excel in OSG and female-oriented games [3][12][13] - The industry is entering a new product cycle, with many companies launching new titles, leading to a more favorable competitive environment compared to previous years [35] New Product Launches - Notable upcoming products include "Supernatural Action Group" by Giant Network, "King's Raid" by Century Huatong, and "Wildman 2" by Electric Soul, all expected to perform well [14][16][17] - Tencent is set to release "Valorant Mobile" and "Honor of Kings World," while NetEase has several new titles lined up [17][18] Financial Outlook - The average valuation of the gaming sector remains attractive compared to other new consumption sectors, with core companies valued at 15-20 times earnings [10][35] - Companies like Giant Network, Gigabit, and Electric Soul are highlighted as having significant potential due to new product launches and market dynamics [39] Regulatory Environment - The regulatory environment for the gaming industry has improved, with an increase in the number of game approvals and supportive policies from local governments [24] Investment Recommendations - Current market conditions present a favorable opportunity for investment in the gaming sector, particularly in companies with new product launches and strong growth potential [25][26][39]

Investment Rating - The report maintains a "Positive" investment rating for the gaming industry [7] Core Insights - The Chinese gaming market continues to experience rapid growth, with a market size of 27.351 billion yuan in April 2025, reflecting a year-on-year increase of 21.93% and a month-on-month increase of 2.47% [2][4] - Long-standing products such as "Honor of Kings," "Naruto," and "Honkai: Star Rail" have shown stable growth, contributing to the industry's high growth rate [2] - The overseas performance of self-developed games is impressive, with a 9.62% year-on-year increase in actual sales revenue from overseas markets, amounting to 1.554 billion USD in April 2025 [9] - The new game product cycle for listed gaming companies is underway, with several new titles performing well in May, indicating a positive outlook for the gaming sector [9] - The gaming sector's valuation remains relatively low, with potential for upward elasticity, suggesting continued investment opportunities in the gaming sector [9] Summary by Sections Market Performance - The Chinese gaming market size reached 27.351 billion yuan in April 2025, with mobile gaming accounting for 20.424 billion yuan, showing a year-on-year growth of 28.41% [9] - Key growth drivers include seasonal events and updates for existing games, which have significantly boosted their revenue [9] Overseas Expansion - The overseas market for self-developed games generated 1.554 billion USD in April 2025, with notable contributions from long-term products [9] - "Honkai: Star Rail" and "Kingshot" ranked among the top revenue-generating games in overseas markets [9] New Game Launches - Several new games from listed companies have shown promising performance, with titles like "Staff Sword Legend" and "Supernatural Action Group" gaining traction in the market [9] - Major gaming companies have a rich pipeline of upcoming products, indicating a robust new game cycle [9] Valuation and Investment Opportunities - The gaming sector's valuation is positioned for potential recovery, driven by stable policies and the introduction of new games [9] - Recommended stocks for investment include Giant Network, Kaiying Network, G-bits, Perfect World, and Yaoji Technology [9]