证券代码：300008 证券简称：天海防务 天海融合防务装备技术股份有限公司 投资者关系活动记录表 | --- | --- | --- | --- | |----------------|---------------|-------------|----------| | | | 编号： | 2023-007 | | 投资者关系活动 | ■特定对象调研 | □分析师会议 | | 类别 □媒体采访 □业绩说明会 □新闻发布会 □路演活动 □现场参观 □其他 （请文字说明其他活动内容） 参与单位名称 浙商资管、国海福兰克林基金、上海善照投资、上海杰鼎私募； 工银瑞信、野村东方国际证券、华泰证券、海通期货、上海璞 远资产管理、磐厚动量（上海）资产管理、雷根基金、上海佳 顺 时间 2023 年 7 月 3 日-6 日 地点 上海市松江区莘砖公路 518 号 10 号楼 上市公司接待人 董事、副总、董秘 董文婕 员姓名 董事、总工程师 秦炳军 市场总监 李彤宇 董事长助理 李斌 公司董秘介绍了公司基本情况、主要业务及在手订单情况。 投资者问答主要内容： 1、年报中公司的收入是 27 亿左右，想了解一下其中三块 投资者 ...

Group 1: Market Outlook - The shipbuilding industry is large, with different ship types and categories having distinct cycles. Recent growth in oil tanker orders is notable, while container ship orders saw significant increases in the previous two years [2] - The next 3 to 5 years are expected to present a favorable market cycle for dry bulk carriers, oil tankers, and offshore engineering orders, driven by replacement cycles and technological advancements [2] Group 2: Business Operations - The design cycle for bulk carriers is approximately 2 to 3 months, while offshore vessels can take 6 months to over a year depending on complexity. Construction periods for bulk carriers are around 12 to 14 months, and for offshore vessels, 14 to 18 months [3] - The company’s current order situation is stable, with high levels of construction and delivery expected this year, particularly for offshore orders contracted in 2022 [3] Group 3: Profitability and Cost Management - The overall gross margin for shipbuilding and design is anticipated to improve compared to last year, with a focus on acquiring high-value new orders and controlling costs through efficiency [3] - The company is involved in natural gas sales, primarily through land-based refueling stations, while also exploring offshore refueling opportunities [3] Group 4: New Business Development - The company plans to develop new energy operation vessels, potentially acting as shipowners by constructing vessels for lease to third parties or operating its own fleet [4] - Currently, the company is building wind power installation platforms with lifting capacities of 1200, 1600, and 1800 tons. Although rental prices for offshore platforms have slightly decreased, they remain high due to limited supply in previous years [4]

证券代码：300008 证券简称：天海防务 天海融合防务装备技术股份有限公司 投资者关系活动记录表 | --- | --- | --- | --- | |----------------|---------------|-------------|----------| | | | 编号： | 2023-005 | | 投资者关系活动 | ■特定对象调研 | □分析师会议 | | 类别 □媒体采访 □业绩说明会 □新闻发布会 □路演活动 □现场参观 □其他 （请文字说明其他活动内容） 参与单位名称 海通证券、东方证券、华润远大基金、亚豪投资集团 时间 2023 年 5 月 10 日 10:00 地点 上海市松江区莘砖公路 518 号 10 号楼 上市公司接待人 董事、副总、董秘 董文婕 员姓名 董事、总工程师 秦炳军 董事长助理 李斌 公司董秘介绍了公司基本情况和主要业务，及 2022 年业绩情 况。 投资者问答主要内容： 1、公司 2022 年防务装备板块的毛利率情况不太好，请谈 一下具体原因？ 投资者关系活动 答：一方面，我们以前绳网、抛投器、气胀救生等传统产 主要内容介绍 品的毛利率本身在下降，以往年度 ...

证券代码：300008 证券简称：天海防务 投资者活动记录表 编号：2023-004 投资者关系活动 类别 □特定对象调研 □分析师会议 □媒体采访 √业绩说明会 □新闻发布会 □路演活动 □现场参观 □电话会议 □其他： （请文字说明其他活动内容） 参与单位名称 及人员姓名 天海防务2022年度业绩说明会采用网络远程方式进行，面向全体投资 者 时间 2023 年 5 月 10 日 15:00-17:00 地点 深圳证券交易所"互动易平台"http://irm.cninfo.com.cn"云访谈"栏目 公司接待人员 姓名 主持人：天海防务 董事长：何旭东 总经理：占金锋 董秘：董文婕 独立董事：方先丽 财务总监：张晓燕 投资者关系活动 主要内容介绍 1.请问关于 7 亿的业绩补偿，现在进展到哪一步了？ 答：关于业绩补偿相关安排，请查阅公司于 2023 年 4 月 22 日披露的 相关公告（公告编号 2023-022），公司已根据相关协议内容向当事人发 函。公司将根据后续进展情况及时履行信批义务，感谢您的关注。 | | 2.目前公司产能情况如何，未来产能是否能持续提升？ | | --- | --- | | | ...

Group 1: Company Overview and Market Position - Tianhai Fusion Defense Equipment Technology Co., Ltd. is actively involved in the shipbuilding sector, particularly focusing on engineering vessels and offshore wind power installation platforms [2][3]. - The company has seen a significant increase in orders since the second half of 2020, with a high proportion of current orders related to engineering vessels [2][3]. Group 2: Order and Revenue Insights - As of 2023, the total order amount exceeds 5 billion, with a notable increase in high-margin orders since Q4 2022 [4][5]. - The shipbuilding sector is the largest revenue contributor, while the design segment, although smaller in revenue, has a higher gross margin due to its added value [4]. Group 3: Future Strategies and R&D - The company plans to diversify its product offerings to prepare for market fluctuations, focusing on deep-sea wind power, offshore photovoltaics, and low-carbon vessels [3]. - R&D efforts are aimed at tracking new technologies and maintaining a competitive edge, with a focus on multi-functional platforms that can adapt to market demands [3][4]. Group 4: Profitability and Market Conditions - The gross margin in the shipbuilding sector is influenced by market conditions, with a shift towards a seller's market since late 2021, allowing for potential margin improvements [4]. - The company aims to enhance profitability through effective cost management and by securing low-cost materials, as raw material prices stabilize [5].

Financial Performance - The company's revenue for Q1 2022 was CNY 371,697,391.48, representing a 105.84% increase compared to CNY 180,572,044.65 in the same period last year[3] - Net profit attributable to shareholders decreased by 51.34% to CNY 5,710,698.89 from CNY 11,736,535.37 year-on-year[3] - The net profit after deducting non-recurring gains and losses fell by 95.15% to CNY 477,906.51 from CNY 9,852,135.45 in the previous year[3] - Total operating revenue for Q1 2022 was CNY 371,697,391.48, a significant increase from CNY 180,572,044.65 in the same period last year, representing a growth of approximately 105.5%[21] - Net profit for Q1 2022 was CNY 5,609,591.19, down from CNY 11,702,136.55 in Q1 2021, reflecting a decrease of approximately 52.1%[22] - The company's total equity attributable to shareholders was CNY 1,684,198,515.96, slightly up from CNY 1,677,352,677.17 year-over-year, indicating a growth of approximately 0.16%[20] - The basic earnings per share for Q1 2022 were CNY 0.0033, down from CNY 0.0068 in the same period last year, reflecting a decrease of about 51.5%[23] Assets and Liabilities - The company's total assets increased by 14.60% to CNY 2,808,647,123.22 from CNY 2,450,762,071.17 at the end of the previous year[3] - The company reported a total liability of CNY 1,128,504,885.56, up from CNY 777,364,564.60 year-over-year, which is an increase of about 45%[20] - The total liabilities and equity of the company reached CNY 2,808,647,123.22, compared to CNY 2,450,762,071.17 in the previous year, representing an increase of approximately 14.6%[20] Cash Flow - Cash flow from operating activities showed a negative net amount of CNY -90,928,092.68, worsening by 142.88% compared to CNY -37,437,895.06 in the same period last year[3] - Cash inflow from operating activities included CNY 457,169,542.80 from sales of goods and services[24] - The net cash flow from operating activities was -90,928,092.68 CNY, compared to -37,437,895.06 CNY in the same period last year, indicating a decline of approximately 142.5% year-over-year[26] - Total cash outflow from operating activities reached 679,736,597.37 CNY, significantly higher than 281,928,576.77 CNY in the previous year, representing an increase of about 141.1%[26] - Cash inflow from financing activities was 40,970,000.00 CNY, down from 66,967,000.00 CNY in the previous year, a decrease of approximately 38.8%[26] - The net cash flow from financing activities was -7,362,944.60 CNY, compared to -1,432,058.91 CNY in the same period last year, indicating a decline of about 414.5%[26] - The ending balance of cash and cash equivalents was 59,943,611.45 CNY, down from 281,464,559.74 CNY in the previous year, a decrease of approximately 78.7%[26] Expenses - Management expenses increased by 54.96% to CNY 32,445,090.56, driven by an expanded workforce and salary adjustments[7] - Financial expenses increased by 218.35% to CNY 4,548,298.43, mainly due to higher interest costs from increased loan amounts[7] - Research and development expenses for Q1 2022 were CNY 11,160,349.95, compared to CNY 8,227,424.81 in the previous year, marking an increase of about 35.5%[21] - The company paid 54,332,721.93 CNY in employee compensation, an increase from 41,755,167.98 CNY year-over-year, reflecting a rise of about 30%[26] - The total cash outflow for taxes paid was 6,381,897.59 CNY, compared to 5,107,904.36 CNY in the previous year, marking an increase of approximately 24.9%[26] - The company reported a significant increase in cash outflow related to other operating activities, which totaled 72,880,523.75 CNY, compared to 38,936,602.30 CNY last year, an increase of about 87%[26] Inventory and Contract Assets - The company's contract assets surged by 280.02% to CNY 448,245,869.54, primarily due to increased shipbuilding projects[6] - The company's inventory rose by 17.23% to CNY 229,604,719.95, attributed to materials and equipment purchases for shipbuilding projects[6] - The company has a significant increase in inventory, rising to CNY 229,604,719.95 from CNY 195,855,429.37, marking an increase of approximately 17%[18] - The company reported a significant increase in contract liabilities by 281.18% to CNY 483,533,985.90, reflecting higher advance payments received for shipbuilding projects[6] Other Information - The company received its first payment of USD 40 million on April 19, 2022, related to the settlement of outstanding amounts[15] - The company has a total of 296,859,062 restricted shares, with no new restrictions added during the reporting period[12] - The company is in the process of settling outstanding payments for two vessels, with an estimated completion date by the end of June 2022[14] - The company plans to continue covering the monthly rental payments for the two vessels until the transaction is completed[14] - The company has a long-term investment of CNY 43,071,280.05, which increased from CNY 38,271,280.05 at the beginning of the year[18]

Financial Performance - The company's operating revenue for the reporting period was CNY 1,017,984,610.14, representing a year-on-year increase of 74.43%[27]. - The net profit attributable to shareholders of the listed company was CNY 40,010,732.96, up 26.84% compared to the same period last year[27]. - The net cash flow from operating activities reached CNY 346,977,075.65, a significant increase of 330.98% from the previous year[27]. - The total assets at the end of the reporting period amounted to CNY 3,179,313,456.67, reflecting a growth of 29.73% compared to the end of the previous year[27]. - The company reported a basic earnings per share of CNY 0.0232, which is an increase of 26.78% year-on-year[27]. - The company's operating revenue for the reporting period reached ¥1,017,984,610.14, a 74.43% increase compared to ¥583,615,653.31 in the same period last year, driven by a substantial order backlog and improved capacity utilization[57]. - Operating costs increased by 89.53% to ¥939,425,037.49, primarily due to higher project volumes and rising material and labor costs, which outpaced revenue growth[57]. - The company reported a total revenue of 678,810.3 thousand yuan for the first half of 2022, with a net profit of 8,301,035 yuan, reflecting a significant performance in the marine engineering sector[78]. - The company reported a total revenue of 1.25 billion RMB for the first half of 2022, representing a year-on-year increase of 15%[100]. - The company reported a total revenue of RMB 25,834 million for the first half of 2022, with a year-on-year increase of 6.9%[141]. Business Strategy and Development - The company plans to enhance its research and development efforts across its three main business segments: marine engineering, defense equipment, and new energy, to improve core competitiveness and ensure stable growth[10]. - The company is actively adjusting its product structure and expanding its marine engineering business to mitigate risks associated with the cyclical nature of the international shipbuilding market[4]. - The company is exploring energy trading business opportunities through its investment in Shan Jiao Tian Hai[9]. - The company is committed to fulfilling its corporate social responsibilities, including compliance with laws and regulations, and promoting employment through public recruitment[93]. - The company is actively seeking technological upgrades and new product development in the defense sector, with ongoing R&D efforts[62]. - The company is exploring market expansion opportunities to strengthen its competitive position in the defense equipment sector[122]. - The company is investing in new product development and technological advancements to drive future growth[122]. - The company plans to expand its market presence and invest in new product development to drive future growth[200]. Risk Management - The company is facing risks related to customer defaults due to geopolitical conflicts and financial difficulties among shipowners, prompting a focus on contract management and credit assessments[7]. - The company is committed to strengthening its foreign exchange risk management, particularly for orders denominated in USD and EUR, to mitigate potential losses from currency fluctuations[5]. - The company is implementing cost control measures to address rising raw material prices and labor costs, aiming to reduce the proportion of costs to revenue[8]. - The company has established a procurement management system to enhance efficiency and reduce costs, with a focus on open and fair bidding processes[39]. Legal and Compliance Issues - The company is currently under investigation by the China Securities Regulatory Commission for alleged violations of securities laws, with penalties already issued[144]. - The company received a penalty of CNY 400,000 from the China Securities Regulatory Commission for failing to disclose important contract progress in a timely manner[118]. - The company has been involved in various legal disputes, including a case against Wogin Natural Gas, which is still pending[113]. - The company has been proactive in managing its legal risks and has taken steps to appeal unfavorable judgments[112]. - The company has received court notices for various hearings, reflecting ongoing legal disputes that may affect its operational focus[117]. Shareholder and Governance Matters - The company will not distribute cash dividends or issue bonus shares for the reporting period[11]. - The company emphasizes the protection of shareholder rights, particularly for minority shareholders, and has conducted one annual general meeting to discuss major matters[90]. - The company has not implemented any stock incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period[86]. - The company has not reported any changes in the number of shareholders or shareholding structure during the reporting period[153]. - The company aims to use repurchased shares for employee stock ownership plans or equity incentives[151]. Future Outlook - The company provided a positive outlook for the second half of 2022, projecting a revenue growth of 25% based on new product launches and market expansion strategies[98]. - Future guidance indicates a cautious outlook for the remainder of 2022, with expectations of gradual recovery in market conditions[197]. - The company aims to improve operational efficiency and reduce costs in response to the declining profit margins observed in the first half of 2022[197]. - The company plans to invest 200 million RMB in research and development for new technologies in the defense sector over the next two years[98]. Technological Advancements - The company has developed a comprehensive technology portfolio in natural gas transportation, including key patents in LNG cargo systems and fuel supply systems[45]. - The company has over 200 technology patents and has been recognized as a high-tech enterprise by the Shanghai government, indicating strong technical capabilities[50]. - The company has initiated new product development strategies aimed at enhancing market competitiveness[194]. - The company is focusing on technological advancements and innovation in its product offerings to enhance competitiveness[200].

Financial Performance - The company's operating revenue for 2021 was ¥1,421,746,409.51, representing a 171.56% increase compared to ¥523,552,744.58 in 2020[21]. - The net profit attributable to shareholders for 2021 was ¥25,970,776.33, a slight increase of 1.62% from ¥25,557,506.83 in 2020[21]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was ¥15,399,264.73, up 182.09% from ¥5,458,962.49 in 2020[21]. - The total assets at the end of 2021 amounted to ¥2,450,762,071.17, a 20.19% increase from ¥2,038,996,381.88 at the end of 2020[21]. - The net assets attributable to shareholders at the end of 2021 were ¥1,677,352,677.17, reflecting a 1.73% increase from ¥1,648,832,566.34 at the end of 2020[21]. - The basic earnings per share for 2021 were ¥0.0150, down 43.18% from ¥0.0264 in 2020[21]. - The weighted average return on equity for 2021 was 1.56%, a decrease of 4.40% from 5.96% in 2020[21]. - The net cash flow from operating activities for 2021 was -¥185,016,783.52, worsening by 43.95% compared to -¥128,531,902.11 in 2020[21]. - The company reported a total revenue of ¥561,886,449.87 in Q4 2021, which was the highest quarterly revenue for the year[23]. - The company experienced a net loss of ¥12,119,869.30 in Q3 2021, indicating challenges in maintaining profitability during that period[23]. Market Position and Growth Strategy - The company has a robust order backlog, primarily consisting of bulk carriers, multipurpose vessels, and offshore wind installation platforms, positioning it well for future growth[7]. - The company plans to enhance its research and development efforts across its three main business segments to improve core competitiveness and ensure stable growth[8]. - The company is focused on promoting and utilizing new energy vessels, with its subsidiary Dajin Heavy Industry recognized as a demonstration unit for LNG-powered vessels by the Ministry of Transport[7]. - The international shipbuilding market is experiencing a recovery, but external factors such as geopolitical tensions and rising costs present challenges to sustained business expansion[7]. - The company is actively adjusting its product structure and pursuing technological innovation to respond to cyclical changes in the international shipbuilding market[6]. - The company has established an "one headquarters, three platforms" development framework to support future business expansion[62]. - The company aims to improve operational efficiency and increase profitability through strategic initiatives and potential mergers and acquisitions[1]. - The company plans to enhance production capacity and market share through the establishment of new facilities, such as Taizhou Taichuan Heavy Industry Equipment Co., Ltd.[109]. Research and Development - The company has accumulated significant technology and experience in LNG transportation vessels and related systems, establishing a leading position in regional energy enterprises[35]. - The company has developed a comprehensive technology service system in shipbuilding and marine engineering, delivering over 1,000 vessels and holding numerous design copyrights and patents[39]. - The company has designed the world's first dual-fuel port operation tugboat and the first LNG-fueled port operation tugboat in Asia, contributing to clean port demonstration projects[40]. - The company completed the technical scheme for a hydrogen fuel cell-powered cargo ship, enhancing its capabilities in the new energy ship sector[87]. - The company has focused on developing large-scale offshore oil spill recovery vessels to meet emergency response requirements[88]. - The company has reported a significant increase in R&D expenses, totaling ¥63,253,850.03, which is a 76.03% increase compared to the previous year[86]. - R&D investment reached ¥63,253,850.03 in 2021, a significant increase from ¥35,934,317.68 in 2020[91]. - The company increased its R&D personnel from 175 in 2020 to 245 in 2021, representing a 40% growth[90]. Risk Management and Challenges - The company faces risks from rising raw material prices and labor costs, which may impact operational performance; it aims to control costs while maintaining project progress[7]. - The company is committed to enhancing contract management and monitoring to mitigate risks associated with customer defaults due to financial difficulties[6]. - The shipbuilding industry is facing challenges such as labor shortages and rising material costs, which may impact future growth[32]. - The company has a strategic focus on risk control, talent development, and cost reduction to ensure healthy and efficient operations[109]. Corporate Governance and Compliance - The company maintained a strict internal audit system, with no objections raised by the accounting firm regarding the effectiveness of internal controls in 2021[121]. - The company ensures compliance with laws and regulations, maintaining independence from its controlling shareholders in business, personnel, assets, and finances[123]. - The company has committed to further optimizing and improving its internal control system in the future[121]. - The company’s governance structure aligns with the regulations set forth by the China Securities Regulatory Commission, with no significant discrepancies[122]. - The company emphasizes transparency in information disclosure, ensuring that all shareholders have equal access to information through designated media[121]. Strategic Partnerships and Collaborations - The company has entered into a partnership with Nanhua Industrial to expand into ship automation and smart port businesses, creating synergies with existing military products[7]. - The company has formed strategic partnerships with leading classification societies and equipment manufacturers to enhance technology and market reach[64]. - The company is actively pursuing partnerships and collaborations to enhance its service offerings and market reach[78]. Environmental and Social Responsibility - The company emphasizes environmental responsibility and has committed to green and energy-saving product goals through technological innovation[182]. - The company donated RMB 50,000 and teaching materials to a primary school in Guizhou to support education in remote areas[183]. Future Outlook - The company anticipates a positive outlook for the upcoming fiscal year, driven by increased demand in the marine engineering sector[77]. - The company provided a future outlook projecting a revenue growth of 10% for the next fiscal year, targeting 1.375 billion RMB[194]. - The company plans to expand its market presence in Southeast Asia, aiming for a 25% market share by 2025[196].

Acquisition and Business Development - The company acquired 100% equity of Taizhou Jinhai Marine Equipment Co., Ltd. in 2016 and Jiangsu Dajin Heavy Industry Co., Ltd. in 2017, establishing a full industry chain from R&D to manufacturing in the defense equipment sector[5]. - Jiangsu Dajin Heavy Industry Co., Ltd. serves as the main platform for the company's EPC business, which will be further integrated under the general contracting business structure[46]. - The company has developed a unique EPC business model, which has become its most important source of revenue[38]. - The company has actively expanded its traditional business into military-civilian integration and clean energy applications[39]. - The company has established a military-civilian integration business framework, covering six high-tech fields including defense vessels and special rescue equipment[57]. Financial Performance - The company's operating revenue for 2019 was ¥589,369,324.87, a decrease of 42.70% compared to ¥1,028,627,302.36 in 2018[28]. - The net profit attributable to shareholders was -¥358,271,940.85, an improvement of 80.93% from -¥1,878,411,487.24 in the previous year[28]. - The total assets at the end of 2019 were ¥2,024,537,949.15, down 14.20% from ¥2,359,709,293.05 in 2018[28]. - The net assets attributable to shareholders decreased by 46.27% to ¥404,298,197.16 from ¥752,405,066.75 in 2018[28]. - The company incurred financial expenses totaling ¥96.36 million, including unpaid amounts of ¥64.67 million due to overdue debts[80]. Research and Development - The company is actively enhancing R&D efforts in new energy and intelligent ships to improve its core competitiveness in the marine engineering and defense equipment sectors[6]. - The company has maintained a high level of R&D investment, with the number of R&D personnel increasing to 148, representing 19.73% of the total workforce[103]. - The company completed seven R&D projects focused on key technologies in marine engineering and smart ship applications during the reporting period[102]. - The company holds multiple national patents, including 45 invention patents and 201 utility model patents as of the report date[77]. Debt and Financial Risks - The company plans to introduce strategic investors and explore various channels to resolve its debt issues and restore normal operations[14]. - The company is facing risks of bankruptcy due to potential failure in restructuring efforts, which could lead to a court declaration of bankruptcy[12]. - The company has a high pledge rate of shares held by its actual controller, which poses a risk of change in control[11]. - The company reported non-operating fund occupation by major shareholders totaling 1,482.85 million RMB, with an additional 223.20 million RMB added during the reporting period[150]. Market Challenges - The Baltic Dry Index (BDI) remains low, indicating ongoing challenges in the international shipping market, which affects the company's marine engineering business[7]. - The company has faced challenges due to financial environment and debt factors, impacting various business segments[40]. - The company is undergoing a restructuring process, with a court announcement received on March 21, 2019, regarding the acceptance of the restructuring application[161]. Revenue Breakdown - The EPC revenue was ¥333.43 million, representing 56.57% of total revenue, with a year-over-year decrease of 45.49%[87]. - The clean energy business reported revenue of ¥115.47 million, a decline of 56.69% due to financial environment impacts and natural gas procurement prices[81]. - The defense equipment and related business saw revenue of ¥41.94 million, an increase of 44.98% influenced by changes in military procurement methods[81]. Legal and Compliance Issues - Tianhai Defense is involved in a lawsuit with China Great Wall Asset Management, with a total amount of 297 million yuan for principal and 7.95 million yuan for fund occupation fees[158]. - The company has signed a debt repayment agreement on December 20, 2019, to resolve outstanding obligations[160]. - The company has received a restructuring application due to its inability to repay due debts, with the Shanghai Third Intermediate People's Court accepting the application on February 14, 2020[156]. Shareholder Structure - The total number of shares is 960,016,100, with 37.24% being limited shares and 62.76% being unrestricted shares[193]. - The company has a total of 7 major shareholders, with the largest being Liu Nan, followed by Li Lu with 7.32% and Shenzhen Hongmaoseng with 4.95%[200]. - The number of shares held by shareholders with more than 5% ownership has increased, reflecting a consolidation of ownership[199]. - The company has not issued any new shares or conducted any share buybacks during the reporting period[198].