监事会关于 2023 年限制性股票激励计划预留授予激励对象 名单的核查意见 苏州天孚光通信股份有限公司（以下简称"公司"）监事会根据《中华人民 共和国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》（以下简称 "证券法》"）、《上市公司股权激励管理办法》（以下简称"《管理办法》"）、《深圳 证券交易所创业板股票上市规则》（以下简称"《上市规则》"）、《深圳证券交易所 创业板上市公司自律监管指南第 1 号——业务办理》等有关法律、法规及规范性 文件和以及《公司章程》等相关规定，对《2023 年限制性股票激励计划》（以下 简称"本次激励计划"或《激励计划》）预留授予的激励对象名单进行审核，发 表核查意见如下： 1、列入本次激励计划预留授予激励对象名单的人员符合《公司法》、《管理 办法》等法律、法规文件规定的激励对象条件，符合《激励计划》规定的激励对 象条件。 2、本次激励计划预留授予激励对象均为在公司任职的高级管理人员、核心 技术（业务）骨干（包括外籍员工），不包括公司监事、独立董事。 3、激励对象的基本情况属实，不存在虚假、故意隐瞒或致人重大误解之处。 4、公司本次激励计划预留授予激励对象不存在下述 ...

致：苏州天孚光通信股份有限公司 根据《中华人民共和国公司法》《中华人民共和国证券法》《上市公司股东 大会规则》和《深圳证券交易所上市公司股东大会网络投票实施细则》等法律、 法规和规范性文件以及公司《章程》的规定，本所接受公司董事会的委托，指派 本所律师出席公司2024年第三次临时股东大会，并就本次临时股东大会的召集、 召开程序、出席会议人员资格、召集人资格、表决程序以及表决结果的合法有效 性出具法律意见。 为出具本法律意见书，本所律师对本次临时股东大会所涉及的有关事项进行 了审查，查阅了相关会议文件，并对有关问题进行了必要的核查和验证。 天孚通信临时股东大会 法律意见书 江苏世纪同仁律师事务所 关于苏州天孚光通信股份有限公司 2024 年第三次临时股东大会的法律意见书 本所律师同意将本法律意见书随公司本次临时股东大会决议一并公告，并依 法对本法律意见书承担相应的责任。 本所律师根据相关法律、法规和规范性文件的要求，按照律师行业公认的业 务标准、道德规范和勤勉尽责精神，出具法律意见如下： 一、关于本次临时股东大会的召集、召开程序 1、本次临时股东大会的召集 2024 年 10 月 21 日，公司召开了第五届董事 ...

证券代码：300394 证券简称：天孚通信 公告编号：2024-063 苏州天孚光通信股份有限公司 2024 年第三次临时股东大会决议公告 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。 特别提示： 1、本次股东大会未出现否决议案的情形。 2、本次股东大会未涉及变更以往股东大会已通过的决议。 一、会议召开和出席情况 （一）会议召开情况 苏州天孚光通信股份有限公司（以下简称"公司"或"天孚通信"）2024 年 第三次临时股东大会现场会议于 2024 年 11 月 15 日（星期五）下午 14:30，在苏 州高新区长江路 695 号公司会议室以现场投票与网络投票相结合的方式召开。本 次会议通知已于 2024 年 10 月 23 日在中国证监会指定信息披露网站公告。本次 会议由公司董事会召集，公司董事长邹支农先生主持。本次会议的召开符合《中 华人民共和国公司法》、《上市公司股东大会规则》及《公司章程》等有关法律、 行政法规、部门规章、规范性文件的规定。 公司 2024 年第三次临时股东大会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 2024 年 11 月 ...

Investment Rating - The investment rating for the company is "Buy" (maintained) [3][4]. Core Views - The demand for high-speed optical devices continues to grow, leading to sustained high growth in the company's performance. In the first three quarters of 2024, the company achieved operating revenue of 2.395 billion yuan, a year-on-year increase of 98.55%, and a net profit attributable to shareholders of 976 million yuan, a year-on-year increase of 122.39% [3][5]. - The company is enhancing its research and development to solidify its technological advantages and is expanding its global presence to meet the increasing demand driven by AI technology and computing power [3][4]. Financial Performance Summary - For the first three quarters of 2024, the company reported operating revenue of 2.395 billion yuan, up 98.55% year-on-year, and a net profit of 976 million yuan, up 122.39% year-on-year [3][5]. - In Q3 2024 alone, the company achieved operating revenue of 839 million yuan, a year-on-year increase of 54.77%, and a net profit of 322 million yuan, a year-on-year increase of 58.69% [5]. - The gross margin for Q3 2024 was 59.04%, an increase of 3.68 percentage points year-on-year [5]. Earnings Forecast - The company is expected to benefit from the growth in AI technology and the increasing demand for computing power, leading to a stable growth in demand for high-speed optical devices. Revenue growth rates are projected at 137.5%, 31.1%, and 10.3% for 2024, 2025, and 2026, respectively [4][5]. - The forecasted operating revenues for 2024, 2025, and 2026 are 3.91 billion yuan, 5.64 billion yuan, and 7.50 billion yuan, respectively, with net profits of 1.425 billion yuan, 2.068 billion yuan, and 2.797 billion yuan [4][5]. Valuation Metrics - The current price-to-earnings (P/E) ratios for 2024, 2025, and 2026 are projected to be 45.9, 31.6, and 23.4, respectively [4][6]. - The average P/E ratio for comparable companies is 64.1, indicating that the company is valued favorably in comparison to its peers [4][6].

Investment Rating - The report maintains an "Outperform" rating for Tianfu Communication (300394) [2] Core Views - Tianfu Communication's performance shows steady growth with successful new product development [3] - The company's 24Q3 revenue reached 839 million yuan, up 54 77% YoY and 1 76% QoQ [7] - Net profit for 24Q3 was 322 million yuan, up 58 69% YoY but down 14 14% QoQ [7] - Gross margin for 24Q3 was 59 04%, up 3 68 percentage points YoY but down 0 74 percentage points QoQ [7] Financial Performance - Revenue for the first three quarters of 2024 was 2 395 billion yuan, up 98 55% YoY [7] - Net profit for the first three quarters of 2024 was 976 million yuan, up 122 39% YoY [7] - Gross margin for the first three quarters of 2024 was 58 21%, up 5 28 percentage points YoY [7] - R&D expenses for the first three quarters of 2024 were 173 million yuan, up 65 07% YoY [8] Industry and Market Position - The AI computing power demand is expected to boost high-speed optical module demand, benefiting the optical communication industry [9] - Tianfu Communication holds a leading position in the industry, with stable growth potential in business revenue [9] - The company is advancing multiple R&D projects related to silicon photonics technology platforms and CPO-related products [8] Financial Forecasts - Revenue is projected to grow from 3 667 billion yuan in 2024E to 7 693 billion yuan in 2026E [6] - Net profit is expected to increase from 1 415 billion yuan in 2024E to 3 046 billion yuan in 2026E [6] - EPS is forecasted to rise from 2 55 yuan in 2024E to 5 50 yuan in 2026E [6] - The company's 2025E PE ratio is estimated to be in the range of 35-40X, with a fair value range of 140 70-160 80 yuan [9] Operational Efficiency - The company's inventory turnover days increased from 105 33 in 2023 to 115 05 in 2024E [12] - Total asset turnover improved from 0 50 in 2023 to 0 64 in 2024E [12] - Fixed asset turnover is expected to rise from 3 14 in 2023 to 5 20 in 2024E [12]

Investment Rating - The report maintains an investment rating of "Buy-A" for the company [6] Core Views - The company has shown strong performance in the first three quarters of 2024, achieving revenue of 2.39 billion yuan, a year-on-year increase of 98.6%, and a net profit attributable to shareholders of 980 million yuan, up 122.4% year-on-year [2][3] - The decline in Q3 performance is attributed to the delivery schedule of optical engines and financial expenses, despite a significant increase in global high-speed optical module shipments [3] - The company is positioned as one of the largest suppliers of optical engines globally, with a focus on silicon photonics and a strong product mix that is expected to benefit from the upcoming demand for 1.6T optical modules [4][5] Financial Performance Summary - For the first three quarters of 2024, the company reported a revenue of 2.39 billion yuan and a net profit of 980 million yuan, with a quarterly revenue of 840 million yuan in Q3 [2] - The gross margin for Q3 was 59.0%, slightly down by 0.73 percentage points due to various factors including exchange rates and product mix [3] - The company’s projected net profits for 2024-2026 are adjusted to 1.37 billion yuan, 2.57 billion yuan, and 3.30 billion yuan respectively [6] Market Position and Future Outlook - The company is actively developing products for the CPO (Chiplet-based Optical) market, which is expected to open up greater growth opportunities as SERDES rates upgrade [5] - The demand for passive components remains strong despite market shifts towards silicon photonics, with specific components like lenses and isolators expected to see growth [4] - The anticipated release of NVIDIA's Blackwell in Q4 is expected to drive demand for 1.6T optical modules, benefiting the company's product offerings [4]

Investment Rating - The report maintains a "Strong Buy" rating for the company, expecting it to outperform the benchmark index by over 20% in the next six months [11]. Core Views - The company reported a revenue of 2.39 billion yuan for the first three quarters of 2024, a year-on-year increase of 98.55%, and a net profit attributable to shareholders of 980 million yuan, up 122.39% year-on-year [1]. - The revenue for Q3 2024 was 840 million yuan, reflecting a year-on-year growth of 54.77% and a quarter-on-quarter increase of 1.76%, while the net profit for the same quarter was 320 million yuan, up 58.69% year-on-year but down 14.14% quarter-on-quarter [1]. - The decline in net profit margin was attributed to foreign exchange losses, with the net profit margin dropping to 38.41% in Q3 2024 from 45.58% in Q2 2024 [1]. - The company is expected to benefit significantly from the demand for high-speed optical modules driven by global AI computing infrastructure [1]. - Revenue forecasts for 2024-2026 have been adjusted to 3.38 billion, 6.04 billion, and 8.13 billion yuan, respectively, with net profit forecasts adjusted to 1.33 billion, 2.31 billion, and 3.12 billion yuan [1]. Financial Summary - The company achieved a gross margin of 58.21% and a net margin of 40.83% for the first three quarters of 2024 [1]. - The total market capitalization of the company is approximately 71.36 billion yuan [3]. - The company has a debt-to-asset ratio of 16.90% and a net asset value per share of 6.99 yuan [3].

Investment Rating - The report maintains a "Buy" rating for the company [1] Core Views - The company's Q3 performance was impacted by foreign exchange losses, but there is anticipation for new production capacity to be released and progress on the 1.6T project [1] - The company achieved significant revenue growth in the first three quarters of 2024, with a year-on-year increase of 98.55% to 2.395 billion yuan and a net profit increase of 122.39% to 976 million yuan [1] - The report highlights the company's strong market position in optical devices and solutions, with ongoing R&D projects aimed at enhancing its competitive edge [1][2] Financial Summary - Revenue Forecast: - 2022A: 1,196 million yuan - 2023A: 1,939 million yuan (growth rate: 62%) - 2024E: 3,844 million yuan (growth rate: 98%) - 2025E: 6,238 million yuan (growth rate: 62%) - 2026E: 8,874 million yuan (growth rate: 42%) [1][2] - Net Profit Forecast: - 2022A: 403 million yuan - 2023A: 730 million yuan (growth rate: 81%) - 2024E: 1,503 million yuan (growth rate: 106%) - 2025E: 2,236 million yuan (growth rate: 49%) - 2026E: 3,246 million yuan (growth rate: 45%) [1][2] - Earnings Per Share (EPS) Forecast: - 2022A: 0.73 yuan - 2023A: 1.32 yuan - 2024E: 2.71 yuan - 2025E: 4.04 yuan - 2026E: 5.86 yuan [1][2] - Key Financial Ratios: - Return on Equity (ROE) is projected to increase from 15% in 2022A to 32% in 2026E [1] - Price-to-Earnings (P/E) ratio is expected to decrease from 182.7 in 2022A to 15.6 in 2026E [1] Market Position and Strategy - The company is positioned as a leader in the optical device market, focusing on high-speed optical modules and related products [1] - Ongoing R&D efforts are aimed at developing next-generation optical components and enhancing production capabilities, particularly in international markets [1][2]

Investment Rating - The report maintains a "Buy" rating for the company, indicating a positive outlook for future performance [6]. Core Insights - The company has experienced steady revenue growth, driven by the increasing demand for high-speed optical devices, particularly due to advancements in AI technology and the growing need for computing power in global data centers [2][3]. - For the first three quarters of 2024, the company reported a revenue of 2.395 billion yuan, representing a year-on-year growth of 98.55%, and a net profit attributable to shareholders of 976 million yuan, up 122.39% year-on-year [2][3]. - The company is focusing on enhancing its core business capabilities through increased R&D investment, which reached 173 million yuan in the first three quarters of 2024, a 65.07% increase year-on-year [3]. Financial Performance Summary - Revenue (in million yuan): - 2022A: 1,196 - 2023A: 1,939 - 2024E: 3,802 - 2025E: 6,059 - 2026E: 7,809 - Year-on-year growth rates: - 2023A: 62.0% - 2024E: 96.1% - 2025E: 59.4% - 2026E: 28.9% [1][9] - Net Profit (in million yuan): - 2022A: 403 - 2023A: 730 - 2024E: 1,453 - 2025E: 2,277 - 2026E: 2,955 - Year-on-year growth rates: - 2023A: 81.1% - 2024E: 99.0% - 2025E: 56.8% - 2026E: 29.8% [1][9] - R&D Expense (in million yuan): - 2024 Q3: 173 - R&D Expense Ratio: 7.22% [3] Market Position and Strategy - The company is actively expanding its global presence, with a strategic layout that includes a headquarters in Suzhou, an overseas headquarters in Singapore, and production bases in Jiangxi and Thailand [3]. - The focus on high-speed optical devices and the development of specialized products for various applications positions the company well for future growth, particularly as AI and computing demands continue to rise [3].

Investment Rating - The report maintains a "Buy" rating for the company [4][2] Core Views - The earnings forecast has been lowered, but the target price remains unchanged at 152.21 CNY, with a "Buy" rating maintained. The company's performance in Q3 was below expectations due to foreign exchange impacts, but profitability remains stable. The demand for 1.6T is expected to increase starting Q4 [3][2] Financial Summary - For the first three quarters of 2024, the company achieved revenue of 2.394 billion CNY, a year-on-year increase of 98.55%, and a net profit attributable to the parent company of 977 million CNY, a year-on-year increase of 122.39%. In Q3 alone, revenue was 839 million CNY, with a quarter-on-quarter growth of 1.76%, while profit decreased by 14.25% quarter-on-quarter [3][4] - The gross margin for Q3 was 59.04%, with a slight quarter-on-quarter decline of approximately 0.73 percentage points, while the net profit margin fell significantly by 7.17 percentage points to 38.41% [3][4] - The company’s net profit forecasts for 2024-2026 have been adjusted to 1.241 billion CNY, 2.497 billion CNY, and 3.243 billion CNY respectively, with corresponding EPS of 2.24 CNY, 4.51 CNY, and 5.85 CNY [3][10] Market Outlook - The report indicates that the industry outlook remains positive, with expectations for increased demand for 1.6T products. The market is optimistic about the continued shipments of Nvidia's H100 in Q3/Q4, and the new AI chips are expected to drive demand for 800G/1.6T products [3][2]