江 苏 世 纪 同 仁 律 师 事 务 所 关 于 江 苏 华 宏 科 技 股 份 有 限 公 司 可 转 换 公 司 债 券 提 前 赎 回 之 法 律 意 见 书 南 京 市 建 邺 区 贤 坤 路 江 岛 智 立 方 C 座 4 层 邮 编 ： 2 1 0 0 1 9 电 话 ： + 8 6 2 5 - 8 3 3 0 4 4 8 0 传 真 ： + 8 6 2 5 - 8 3 3 2 9 3 3 5 世纪同仁 法律意见书 江苏世纪同仁律师事务所 关于江苏华宏科技股份有限公司 可转换公司债券提前赎回之法律意见书 致：江苏华宏科技股份有限公司 世纪同仁 法律意见书 以前已经发生或者存在的事实，严格履行了法定职责，遵循了勤勉尽责和诚实信 用原则，进行了充分的核查验证，保证本法律意见书所认定的事实真实、准确、 完整，所发表的结论性意见合法、准确，不存在虚假记载、误导性陈述或者重大 遗漏，并承担相应法律责任。 3、本所仅就本次赎回事宜相关的法律问题发表意见，且仅根据中国现行法 律法规发表法律意见，并不依据任何中国境外法律发表法律意见。本所不对公司 本次激励计划所涉及的标的股票价值、考核标准等问题的合理性以及会计 ...

申万宏源证券承销保荐有限责任公司 关于江苏华宏科技股份有限公司 提前赎回华宏转债的核查意见 申万宏源证券承销保荐有限责任公司（以下简称"申万宏源承销保荐"或"保 荐机构"）作为江苏华宏科技股份有限公司（以下简称"华宏科技"或"公司"） 公开发行可转换公司债券的保荐机构，根据《证券发行上市保荐业务管理办法》 《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》 《深圳证券交易所上市公司自律监管指引第 13 号——保荐业务》《深圳证券交 易所上市公司自律监管指引第 15 号——可转换公司债券》等有关规定，对华宏 科技提前赎回"华宏转债"的事项进行了审慎核查，核查意见如下： 一、可转换公司债券基本情况 （一）可转债发行情况 同日，公司召开第七届董事会第四次会议，审议通过了《关于向下修正"华 宏转债"转股价格的议案》。"华宏转债"的转股价格由 15.45 元/股向下修正为 13.91 元/股，修正后转股价格自 2023 年 7 月 3 日起生效。具体内容详见公司 2023 年 7 月 1 日在巨潮资讯网（www.cninfo.com.cn）发布的《关于向下修正"华宏 转债"转股价格的公告》。 经中 ...

申万宏源证券承销保荐有限责任公司 关于江苏华宏科技股份有限公司 公开发行可转换公司债券受托管理事务临时报告 （2025 年度第二期） 二〇二五年八月 重要声明 本报告依据《公司债券发行与交易管理办法》（以下简称"《管理办法》"） 《江苏华宏科技股份有限公司公开发行可转换公司债券受托管理协议》（以下简 称"《受托管理协议》"）《江苏华宏科技股份有限公司公开发行可转换公司债 券募集说明书》（以下简称"《募集说明书》"）等相关公开信息披露文件、第 三方中介机构出具的专业意见等，由本期债券受托管理人申万宏源证券承销保荐 有限责任公司（以下简称"申万宏源承销保荐"）编制。 本报告不构成对投资者进行或不进行某项行为的推荐意见，投资者应对相关 事宜做出独立判断，而不应将本报告中的任何内容据以作为申万宏源承销保荐所 作的承诺或声明。在任何情况下，投资者依据本报告所进行的任何作为或不作为， 申万宏源承销保荐不承担任何责任。 2 一、本期债券审批情况 经中国证券监督管理委员会出具《关于核准江苏华宏科技股份有限公司公开 发行可转换公司债券的批复》（证监许可[2022]1121 号）核准，公司公开发行可 转换公司债券 51,500 ...

Core Viewpoint - Jiangsu Huahong Technology Co., Ltd. has announced the early redemption of its convertible bonds "Huahong Convertible Bonds" due to the stock price meeting the necessary conditions for redemption [1][2][5] Group 1: Convertible Bond Issuance and Redemption - The company issued convertible bonds totaling 515 million yuan, with a face value of 100 yuan per bond, approved by the China Securities Regulatory Commission [2] - The board of directors decided to exercise the early redemption rights for the "Huahong Convertible Bonds" based on current market conditions [2][3] - The redemption price is set at 100.79 yuan per bond, which includes accrued interest calculated at a rate of 1% [6][7] Group 2: Conversion and Adjustment Details - The conversion period for the bonds started on June 8, 2023, and will end on December 1, 2028 [3] - The conversion price was adjusted from 15.45 yuan to 13.91 yuan on July 3, 2023, and further adjusted to 11.14 yuan effective May 20, 2024 [3][5] - The bonds can be redeemed if the stock price remains above 130% of the conversion price for at least 15 trading days within a 30-day period [5][6] Group 3: Redemption Process and Procedures - The redemption will be executed for all bondholders registered with the China Securities Depository and Clearing Corporation Limited by the redemption registration date of September 16, 2025 [7] - The redemption funds will be directly transferred to the bondholders' accounts through their custodial brokers [7] - After the redemption is completed, the "Huahong Convertible Bonds" will be delisted from the Shenzhen Stock Exchange [1][7]

Group 1 - The board of directors of Jiangsu Huahong Technology Co., Ltd. held its 30th meeting on August 26, 2025, to discuss the early redemption of "Huahong Convertible Bonds" [1][2] - The company has triggered the conditional redemption clause of the convertible bonds as the stock price has been above 130% of the conversion price of 11.14 CNY per share for 15 trading days [1] - The board has decided to exercise the early redemption rights of the convertible bonds and has authorized the management to handle all related matters [1][2] Group 2 - The meeting was legally valid with all 9 directors present, and the voting results showed 7 votes in favor of the redemption, with no votes against or abstentions [2]

Core Viewpoint - Jiangsu Huahong Technology Co., Ltd. is proceeding with the early redemption of its convertible bonds, having met the necessary conditions as outlined in relevant regulations and its offering documents [4][11]. Group 1: Issuance and Approval of Convertible Bonds - The company received approval from the China Securities Regulatory Commission (CSRC) to publicly issue convertible bonds totaling 515 million yuan, with a maturity period from December 2, 2022, to December 1, 2028 [5][6]. - The convertible bonds were issued at a face value of 100 yuan each, totaling 5,150,000 bonds, and were listed on the Shenzhen Stock Exchange on January 10, 2023 [6][7]. Group 2: Redemption Conditions - The redemption conditions specified in the offering document allow the company to redeem the bonds if the stock price remains above 130% of the conversion price for at least 15 out of 30 consecutive trading days, or if the remaining balance of unconverted bonds falls below 30 million yuan [7][10]. - The initial conversion price was set at 15.65 yuan per share, which was subsequently adjusted to 15.45 yuan and then to 13.91 yuan due to market conditions [8][9]. Group 3: Board Decision and Compliance - The company's board of directors has decided to exercise the early redemption option based on the fulfillment of the redemption conditions and has authorized management to handle the related matters [11][12]. - The company has complied with the necessary internal approval processes and disclosure obligations as required by the applicable regulations [11].

Group 1 - The rare earth permanent magnet sector in the A-share market experienced a collective pullback, with Northern Rare Earth falling over 7% and several other companies declining more than 6% [1] - Specific companies that saw significant declines include Baotou Steel, Benlang New Materials, China Rare Earth, and Guangsheng Nonferrous, all dropping over 6% [1] - Other companies such as Huahong Technology, Xinlaifu, Shenghe Resources, Sanchuan Wisdom, and Zhongke Magnetic also reported declines exceeding 5% [1] Group 2 - Northern Rare Earth's stock decreased by 7.19%, with a total market capitalization of 176.8 billion and a year-to-date increase of 130.73% [2] - Baotou Steel's stock fell by 6.69%, with a market cap of 126.4 billion and a year-to-date increase of 50.00% [2] - Benlang New Materials saw a decline of 6.20%, with a market cap of 3.91 billion and a year-to-date increase of 174.49% [2] - China Rare Earth's stock dropped by 6.11%, with a market cap of 50.2 billion and a year-to-date increase of 68.77% [2] - Guangsheng Nonferrous experienced a 6.06% decline, with a market cap of 21 billion and a year-to-date increase of 124.02% [2] - Other notable declines include Huahong Technology (-5.90%, 9.925 billion), Xinlaifu (-5.38%, 5.867 billion), Shenghe Resources (-5.33%, 41.4 billion), Sanchuan Wisdom (-5.23%, 8.674 billion), and Zhongke Magnetic (-5.13%, 9.197 billion) [2]

Summary of Key Points Core Viewpoint - In August 2023, a total of 673 companies released their semi-annual reports for 2025, with 353 companies reporting a year-on-year increase in net profit, while 320 reported a decline. Additionally, 389 companies saw an increase in operating revenue, and 284 experienced a decrease. Notably, 255 companies had both net profit and operating revenue growth, while 186 companies reported declines in both metrics. The company with the highest profit growth was Huahong Technology, with an increase of 3480.57% [1]. Group 1: Company Performance - Huahong Technology reported a net profit of 79.63 million yuan, with a staggering year-on-year increase of 3480.57% and operating revenue of 315.94 million yuan, up 17.17% [1]. - Other notable performers include: - Guangda Tongchuang with a net profit of 23.22 million yuan, a year-on-year increase of 2699.69%, and operating revenue of 74.99 million yuan, up 48.31% [1]. - Qiming Information reported a net profit of 14.19 million yuan, up 2568.50%, with operating revenue of 32.99 million yuan, an increase of 6.51% [1]. - New Yisheng achieved a net profit of 394.23 million yuan, a 355.68% increase, with operating revenue of 1,043.72 million yuan, up 282.64% [1]. Group 2: Revenue Trends - A total of 71 companies experienced a doubling of their performance metrics, indicating strong growth potential in the market [1]. - The overall trend shows that while many companies are experiencing growth, there are also significant numbers reporting declines, highlighting a mixed performance landscape [1]. - Companies like Huafeng Technology and Yongding Co. also reported substantial increases in both net profit and operating revenue, with year-on-year growth rates of 940.64% and 917.66%, respectively [1].

Group 1 - The core viewpoint of the article highlights Huahong Technology's financial performance in the first half of 2025, showing significant growth in revenue and net profit compared to the same period last year [1] - The company's total operating revenue reached 3.159 billion yuan, an increase of 463 million yuan, representing a year-on-year growth of 17.17% [1] - The net profit attributable to shareholders was 79.6328 million yuan, an increase of 77.4087 million yuan, achieving a year-on-year growth of 3480.57% [1] Group 2 - The latest asset-liability ratio of the company is 44.66% [3] - The latest gross profit margin is 9.56%, which has increased by 0.38 percentage points from the previous quarter, marking five consecutive quarters of growth, and has risen by 4.60 percentage points year-on-year [3] - The latest return on equity (ROE) is 2.34%, an increase of 2.27 percentage points compared to the same period last year [3] Group 3 - The diluted earnings per share are 0.14 yuan, an increase of 0.13 yuan, achieving a year-on-year growth of 3544.74% [3] - The latest total asset turnover ratio is 0.51 times, an increase of 0.07 times year-on-year, representing a growth of 16.18% [3] - The latest inventory turnover ratio is 1.42 times [3] Group 4 - The number of shareholders is 34,700, with the top ten shareholders holding 331 million shares, accounting for 56.91% of the total share capital [3] - The largest shareholder is Jiangsu Huahong Industrial Group Co., Ltd., holding 34.54% of the shares [3]

Core Viewpoint - The rare earth industry is experiencing positive performance in mid-year reports due to policy support and growing demand, with the Wande Rare Earth Concept Index rising by 19.41% since August 18 [1] Policy Support - The Ministry of Industry and Information Technology, the National Development and Reform Commission, and the Ministry of Natural Resources jointly announced a temporary regulation on total quantity control for rare earth mining and separation [1][2] - The regulation mandates that rare earth production companies are responsible for adhering to total quantity control indicators and must report their compliance to local government authorities [2] - The regulation aims to enhance oversight of the rare earth supply chain, including previously unregulated imported ore processing [2] Strong Mid-Year Performance - Northern Rare Earth's mid-year profit forecast for 2025 indicates a net profit of 900 million to 960 million yuan, a year-on-year increase of 1882.54% to 2014.71% [3] - China Rare Earth expects a net profit of 136 million to 176 million yuan for the first half of 2025, recovering from a loss of 244 million yuan in the same period last year [3] - Shenghe Resources anticipates a net profit of 305 million to 385 million yuan, driven by rising prices and improved production and marketing strategies [3] Investment Opportunities - Analysts suggest that the rare earth sector may face a supply shortage from 2025 to 2026 due to domestic quota systems and slow overseas expansion [4] - The demand for high-end magnetic materials in sectors like electric vehicles and wind power is rapidly increasing, leading to a shift in the supply-demand balance towards scarcity [4] - The domestic permanent magnet industry is experiencing strong demand, with some companies extending production schedules into mid-October [4]