Core Viewpoint - Company reported significant growth in net profit and revenue for Q1 2025, driven by strategic acquisitions and improved product margins. Financial Performance - In Q1 2025, the company's total revenue reached 614 million, a year-on-year increase of 12.01% [20] - The net profit attributable to shareholders was 123 million, reflecting a substantial year-on-year growth of 48.81% [20] - The net profit excluding non-recurring items increased by 68.76%, amounting to 114 million [20] Growth Drivers - The growth in net profit is attributed to the acquisition of the remaining stake in Guolian Wanzhong, which increased the company's ownership from 94.6029% to 100% [10] - Enhanced product structure and cost control measures contributed to improved gross margins [10][2] Direct Sales Model - The direct sales model achieved a growth rate of 36.41% in 2024, with a maintained gross margin of 36.41% [3][5] Product Development and Market Expansion - The company is focusing on silicon carbide (SiC) products, which are currently in the verification phase with major automotive clients like BYD [4] - The SiC main drive chip has a yield target of over 80% for mass production in 2025, with applications expanding into energy storage and charging stations [4] - The company is actively developing new products for emerging applications such as low-altitude economy and 5G-A communication [8] Challenges and Management - Internal offsets decreased from 625 million in 2023 to 501 million in 2024, indicating improved management of related transactions [7] - The company is monitoring foreign exchange risks closely, with a net exposure hedge yield of zero for 2024 [13] Strategic Outlook - The company aims to create a world-class leading enterprise and is open to potential acquisitions to enhance its semiconductor industry chain [16] - The production line for consumer electronic ceramic products has been completed and is ramping up to meet revenue targets [15]

Financial Performance - The net profit for Q1 2025 increased by 48.81% year-on-year, primarily due to product structure optimization and enhanced cost control, with gross profit levels improving [5] - The net profit attributable to shareholders grew by 39.87% year-on-year, with the difference in growth rates attributed to the acquisition of the remaining equity of Guolian Wanzhong, resulting in 100% ownership [5] - The revenue for Q1 2025 saw a year-on-year increase of 12.01%, driven by strong market expansion and rapid revenue growth in electronic ceramics and silicon carbide power modules [3] Operational Highlights - The direct sales model achieved a growth rate of 36.41% in 2024, with a maintained gross margin of 36.41% [3] - The internal offset amount decreased from 625 million yuan in 2023 to 501 million yuan in 2024, indicating improved financial management [4] - The company is actively developing new products for emerging applications in low-altitude economies and is expanding its production capacity for GaN and SiC products [4] Product Development and Market Strategy - The silicon carbide main drive products are currently in the verification phase with major automotive clients, targeting a yield rate of over 80% for the main drive chips by 2025 [3] - The company has established a comprehensive manufacturing process platform for precision ceramic components, achieving key technical indicators that meet international standards [6] - The company plans to enhance its competitive edge in the semiconductor market by focusing on technological innovation and resource optimization [4] Challenges and Risk Management - The company reported a significant increase in accounts receivable by 45.07% year-on-year, attributed to timing differences in customer payments and extended receivable periods [7] - The net open hedging gain for 2024 was reported at -608,529.85 yuan, primarily due to exchange rate fluctuations, with ongoing monitoring of foreign currency transactions to mitigate risks [8] - The company is addressing the challenges in the supply chain and technology for its silicon carbide products while ensuring effective integration of its semiconductor and electronic ceramics businesses [4][5]

Investment Rating - The report maintains a "Recommended" rating for the company [4][6]. Core Views - The company has demonstrated stable operating performance with a focus on high-end fields and domestic substitution [1][4]. - The revenue for 2024 was 2.648 billion yuan, a decrease of 1.0% year-on-year, while the net profit attributable to shareholders increased by 10.0% to 539 million yuan [1][5]. - The first quarter of 2025 showed a revenue of 614 million yuan, a year-on-year increase of 12.0%, and a net profit of 123 million yuan, up 48.8% [1][5]. Revenue Breakdown - The revenue from electronic ceramic materials and components in 2024 was 1.878 billion yuan, accounting for 59.6% of total revenue, with a gross margin of 27.35% [2]. - The revenue from third-generation semiconductor devices and modules was 1.272 billion yuan, a decrease of 12.05%, accounting for 40.4% of total revenue, with a gross margin of 36.27% [2]. - The overall gross margin for 2024 was 36.41%, an increase of 0.80 percentage points year-on-year [2]. R&D Investment - The company has maintained a high R&D expense ratio, with rates of 12.2%, 10.5%, and 10.9% from 2022 to 2024, respectively [3]. - In 2024, R&D expenses amounted to 290 million yuan, a year-on-year increase of 3.1% [3]. - The company leads the domestic market in GaN communication base station RF chips and devices, with products achieving international advanced levels [3]. Financial Forecast - The projected net profits for 2025, 2026, and 2027 are 620 million yuan, 713 million yuan, and 872 million yuan, respectively, with corresponding PE multiples of 33x, 29x, and 24x [4][5]. - Revenue is expected to grow to 2.970 billion yuan in 2025, reflecting a growth rate of 12.2% [5][10].

Core Insights - In 2024, Zhongci Electronics (003031.SZ) focuses on business development and core technology innovation, enhancing R&D capabilities, product quality, and production efficiency, leading to a nearly 60% year-on-year growth in net profit excluding non-recurring items [1] - For Q1 2025, Zhongci Electronics reported revenue of 614 million yuan, a year-on-year increase of 12.01%, and net profit growth of 48.81% to 123 million yuan, with net profit excluding non-recurring items increasing by 68.76% to 114 million yuan [1] - Zhongci Electronics is a high-tech enterprise with core capabilities in GaN RF chips for communication base stations, SiC power modules, and electronic ceramics, positioning itself as a leading player in the domestic electronic ceramics market [1] Industry Position - Zhongci Electronics is one of the few domestic manufacturers capable of competing with internationally renowned companies in the ceramic shell product series, recognized as a major representative of China's electronic ceramics [2] - The company has been acknowledged as a world-class professional leading demonstration enterprise by the State-owned Assets Supervision and Administration Commission and as a "little giant" enterprise by the Ministry of Industry and Information Technology, highlighting its significant influence in the domestic electronic ceramics industry [2] - According to research from Zheshang Securities, Zhongci Electronics is deeply engaged in the domestically controlled core sector, with precision ceramic components achieving mass supply, addressing critical supply chain issues, and potentially boosting its valuation [2]

Core Viewpoint - Zhongci Electronics reported a net profit increase of 10.04% year-on-year for 2024, despite a slight revenue decline of 1.01% compared to the previous year, highlighting the company's resilience in a challenging market environment [1]. Financial Performance - The company achieved a revenue of 2.648 billion yuan in 2024, down 1.01% from the previous year [1]. - The net profit attributable to shareholders reached 539 million yuan, reflecting a growth of 10.04% year-on-year [1]. - A cash dividend of 4.2 yuan per 10 shares (including tax) is proposed [1]. Business Segments - Zhongci Electronics specializes in third-generation semiconductor devices and modules, with a significant focus on GaN communication base station RF chips and devices, which are crucial for 5G communication infrastructure [1]. - The company holds the leading market share in GaN base station power amplifiers in China, with its products recognized for their advanced technology and quality [1]. - In the SiC power semiconductor sector, the company’s subsidiary has competitive advantages in technical parameters and manufacturing costs, targeting applications in electric vehicles, industrial power supplies, and smart grids [1]. Product Offerings - The electronic ceramics product line includes housings for optical communication devices, wireless power devices, infrared detectors, and high-power laser devices, among others, serving various industries such as telecommunications, transportation, and consumer electronics [2]. - The company is recognized as the largest manufacturer of high-end electronic ceramic housings in China, continuously innovating in materials and manufacturing techniques [2]. Future Plans - For 2025, the company plans to enhance fundraising management and actively advance several key projects, including the construction of a precision manufacturing production line for GaN microwave products and a research center for communication power amplifiers and microwave integrated circuits [2].

Group 1 - The company board has proposed to hold the 2024 Annual General Meeting on May 15, 2025, combining on-site and online voting methods [4][5][7] - The meeting will take place at the company's conference room located at No. 21 Changsheng Street, Luquan Economic Development Zone, Shijiazhuang, Hebei Province [6] - The voting will be conducted through the Shenzhen Stock Exchange trading system and internet voting system, with specific time slots for each [5][7][21][22] Group 2 - The company has confirmed that the meeting's legality and compliance have been reviewed and approved by the board [4] - The record date for shareholders to attend the meeting is set for May 9, 2025 [9] - Shareholders can appoint proxies to attend the meeting and vote on their behalf [9][12] Group 3 - The board has approved several proposals to be submitted for shareholder voting, including the 2024 annual financial report and profit distribution plan [10][30][33] - The profit distribution plan proposes a cash dividend of 4.20 yuan per 10 shares, totaling a distribution amount that does not exceed the retained earnings [33] - The company reported total assets of 7.591 billion yuan and net assets of 6.034 billion yuan as of December 31, 2024, with a revenue of 2.648 billion yuan and a net profit of 613 million yuan for the year [29] Group 4 - The company plans to use part of its idle raised funds for cash management, with an amount not exceeding 1.83 billion yuan [48] - The company will also seek a comprehensive credit facility from banks not exceeding 700 million yuan to meet its operational funding needs [56] - The company has established a management method for raised funds to ensure compliance with relevant regulations and protect investor interests [68][69]

河北中瓷电子科技股份有限公司 关于北京国联万众半导体科技有限公司 2024 年度重大资产重组业绩承诺实现情 况说明的审核报告 大华核字[2025]0011002163 号 大 华 会 计 师 事 务 所 (特 殊 普 通 合 伙 ) Da Hua Certified Public Accountants（Special General Partnership） 河北中瓷电子科技股份有限公司 关于北京国联万众半导体科技有限公司 2024 年度重大资产 重组业绩承诺实现情况说明的审核报告 目 录 页 次 一、 河北中瓷电子科技股份有限公司关于北京国 联万众半导体科技有限公司 2024 年度重大资 产重组业绩承诺实现情况说明的审核报告 1-2 二、 河北中瓷电子科技股份有限公司关于北京国 联万众半导体科技有限公司 2024 年度重大资 产重组业绩承诺实现情况说明 1-2 情 况 说 明 的 审 核 报 告 大华核字[2025]0011002163 号 大华会计师事务所（特殊普通合伙） 北京市海淀区西四环中路 16 号院 7 号楼 12 层 [100039] 电话：86 (10) 5835 0011 传真：86 (1 ...

中航证券有限公司 关于河北中瓷电子科技股份有限公司 2024 年度募集资金存放与实际使用情况专项核查报告 中航证券有限公司（以下简称"中航证券"或"独立财务顾问"）作为河北 中瓷电子科技股份有限公司（以下简称"中瓷电子"或"上市公司"或"公司"） 发行股份购买资产并募集配套资金暨关联交易的独立财务顾问（以下简称"本独 立财务顾问"），根据《上市公司重大资产重组管理办法》《上市公司并购重组财 务顾问业务管理办法》《上市公司监管指引第 2 号——上市公司募集资金管理和 使用的监管要求》《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》《深圳证券交易所股票上市规则》等规定，对上市公司 2024 年度 募集资金存放与使用情况进行了核查，具体情况如下： 一、募集资金基本情况 经中国证券监督管理委员会证监许可[2023]1519 号文《关于同意河北中瓷电 子科技股份有限公司发行股份购买资产并募集配套资金注册的批复》的批复，同 意中瓷电子发行股份募集配套资金不超过 25.00 亿元的注册申请。中瓷电子向中 国国有企业结构调整基金二期股份有限公司等 7 名特定投资者定向发行人民币 普通股（A 股）29 ...

中信证券股份有限公司 关于河北中瓷电子科技股份有限公司 发行股份购买资产并募集配套资金 暨关联交易 之 2024 年度业绩承诺完成情况的核查意见 独立财务顾问 二〇二五年四月 释义 本核查意见中，除非上下文另有所指，下列简称具有如下含义： | 本核查意见 | 指 | 《中信证券股份有限公司关于河北中瓷电子科技股份有限公 2024 年 | | --- | --- | --- | | | | 司发行股份购买资产并募集配套资金暨关联交易之 | | | | 度业绩承诺完成情况的核查意见》 | | 公司/本公司/上市公 | 指 | 河北中瓷电子科技股份有限公司 | | 司/中瓷电子 | | | | 中国电科十三所 | 指 | 中国电子科技集团公司第十三研究所，又名中国电科产业基 | | | | 础研究院 | | 博威公司 | 指 | 河北博威集成电路有限公司 | | 中瓷电子分公司 | 指 | 氮化镓通信基站射频芯片业务资产及负债，已更名为"河北 | | | | 中瓷电子科技股份有限公司石家庄高新区分公司" | | 国联万众 | 指 | 北京国联万众半导体科技有限公司 | | 标的资产 | 指 | 博威公司 73.00 ...

河北中瓷电子科技股份有限公司 关于河北博威集成电路有限公司 2024 年度重大资产重组业绩承诺实现情况说 明的审核报告 大华核字[2025]0011002165 号 大 华 会 计 师 事 务 所 (特 殊 普 通 合 伙 ) Da Hua Certified Public Accountants（Special General Partnership） 河北中瓷电子科技股份有限公司 关于河北博威集成电路有限公司 2024 年度重大资产重组业 绩承诺实现情况说明的审核报告 目 录 页 次 一、 河北中瓷电子科技股份有限公司关于河北博 威集成电路有限公司 2024 年度重大资产重组 业绩承诺实现情况说明的审核报告 1-2 二、 河北中瓷电子科技股份有限公司关于河北博 威集成电路有限公司 2024 年度重大资产重组 业绩承诺实现情况说明 1-2 一、管理层的责任 河 北 中 瓷 电 子 科 技 股 份 有 限 公 司 关 于 河 北 博 威 集 成 电 路 有 限 公 司 202 4 年 度 重 大 资 产 重 组 业 绩 承 诺 实 现 大华会计师事务所（特殊普通合伙） 北京市海淀区西四环中路 16 号院 7 ...