佳禾智能科技股份有限公司 关于收购事项的进展公告 本公司及董事会全体成员保证公告内容真实、准确和完整，不存在任何虚假记 载、误导性陈述或者重大遗漏。 重要提示： 1.公司已就本次交易事项向国内的发改委、商务主管部门、外汇主管部门 等境内主管机构提交审批或备案手续资料，审批或备案程序以及通过的时间存 在不确定性。敬请广大投资者注意投资风险。 2.德国联邦经济与气候行动部就本次交易事项依职权主动启动审查程序， 审查时间和结果具有不确定性。敬请广大投资者注意投资风险。 | | | 根据华商林李黎（前海）联营律师事务所出具的《关于佳禾智能科技股份有 限公司境外收购项目之德国交易并购控制申报与美国外国投资委员会交易申报 的法律意见备忘录》，本次公司收购注册地为德国的标的公司的交易未达到德国 相关并购控制法规项下触发强制并购申报义务的门槛，亦不属于德国外国直接投 资审查规则（FDI）项下的需履行强制申报义务的情形。 近日，公司收到德国联邦经济与气候行动部（BMWK）的通知，根据德国 《对外贸易条例》第 55 条第 1 款，若存在任何非欧盟投资者直接或间接收购一 家德国企业，或根据德国《对外贸易条例》第 56 条规定对一家 ...

Financial Performance - The overall revenue and gross margin of the company have declined this year due to increased competition in the downstream market and a shift by some clients towards mid-to-low-end product lines [2][3] - The impact of the US trade war has led to the relocation of some production capacity to Vietnam, resulting in increased management costs such as fixed asset depreciation and personnel salaries [3] - The company has strategically chosen to abandon low-margin projects, which has resulted in a contraction of revenue scale while reducing R&D expenses [3] Acquisition Progress - The acquisition of Baia is progressing as planned, with the company currently obtaining government approval for overseas investment [4] - The timeline for consolidation will be determined once all conditions for the transaction are met and the deal is officially completed [4] Synergy and Business Expansion - The acquisition is a significant step for the company to transition from "manufacturing" to "branding," enhancing revenue from brand operations and overall profitability [5] - The integration of technology resources from both companies aims to complement each other's strengths in consumer and professional audio products [5] Product Development - The company focuses on consumer electronics, with audio products remaining dominant while the smart wearable segment is beginning to scale up [6] - There is a growing interest in AI hardware, with products like AI recording cards and translation devices already in development and attracting customer orders [6] Customer Structure - The company is actively reducing reliance on single customers by diversifying its client base, leading to a healthier revenue distribution among the top five clients [7] - The introduction of AI hardware and AR glasses is expected to further balance the revenue contribution from major clients [7] AR/AI Glasses Market - The market for AR/AI glasses is gaining traction, prompting the company to increase R&D investments in this area [7] - The company has already begun producing consumer-grade AR products for brands and plans to launch additional AR glasses into mass production [7]

Core Insights - Jiahe Intelligent reported a total revenue of 1.625 billion yuan for the first three quarters of 2025, a year-on-year decrease of 15.91% [2][3] - The net profit attributable to shareholders was 28.825 million yuan, down 60.03% year-on-year, with a significant decline in Q3 net profit to 370.33 million yuan, a drop of 88.25% [2][3] Financial Performance - The gross margin for Jiahe Intelligent was 14.85%, a decrease of 7.39% year-on-year, while the net profit margin fell to 1.76%, down 52.6% [4] - The net cash flow from operating activities was -103 million yuan, reflecting a decline of 160.96% year-on-year [4] - Basic earnings per share were 0.01 yuan, down 94.25% compared to the previous year, and diluted earnings per share also stood at 0.01 yuan, a decrease of 86.94% [3] Business Segmentation - In the first half of the year, revenue from headphones and speakers accounted for 85.92% of total revenue, while smart wearable products contributed 10.14% and new energy storage products made up 1.88% [4] - Despite a strong performance in the smart wearable segment, which saw a year-on-year revenue growth of 28.76%, it was insufficient to offset the overall decline in profitability [4] Company Overview - Established in 2013, Jiahe Intelligent's main products include TWS headphones, smart speakers, and smartwatches [4] - The company is currently facing dual challenges of traditional business contraction and the cultivation of emerging businesses during a transformation period in the consumer electronics industry [4] - Jiahe Intelligent has been continuously attracting new clients, with changes in revenue contribution from its top five clients [4] - Its wholly-owned subsidiary, Jiahe Yuanqi, is focusing on the AR/AI smart glasses sector to strengthen its competitive edge through technological advantages [4]

Core Viewpoint - Jiahe Intelligent, a well-known global manufacturer of electroacoustic products, has faced challenges in revenue and net profit in 2025, but is focusing on diversifying its business and expanding into AI/AR glasses [2][5]. Group 1: Company Overview - Jiahe Intelligent was established on October 17, 2013, and listed on the Shenzhen Stock Exchange on October 18, 2019. The company is headquartered in Dongguan, Guangdong Province, and specializes in the design, research and development, manufacturing, and sales of electroacoustic products, including headphones and speakers [1]. - The company operates within the electronic industry, specifically in consumer electronics and components, and is associated with concepts such as virtual reality and the metaverse [1]. Group 2: Financial Performance - For Q3 2025, Jiahe Intelligent reported revenue of 1.625 billion yuan, ranking 40th among 88 companies in the industry. The top company, Industrial Fulian, achieved revenue of 603.931 billion yuan, while the industry average was 15.493 billion yuan [2]. - The net profit for the same period was 28.5487 million yuan, placing the company 55th in the industry. The leading company, Industrial Fulian, had a net profit of 22.522 billion yuan, with the industry average at 635 million yuan [2]. Group 3: Financial Ratios - As of Q3 2025, Jiahe Intelligent's debt-to-asset ratio was 31.83%, down from 46.99% year-on-year and below the industry average of 44.84% [3]. - The gross profit margin for the same period was 14.85%, a decrease from 16.03% year-on-year and also lower than the industry average of 19.47% [3]. Group 4: Executive Compensation - The chairman, Yan Fan, received a salary of 471,200 yuan in 2024, an increase of 128,300 yuan from 2023. The general manager, Xiao Weiqun, had a salary of 614,300 yuan in 2024, up by 46,500 yuan from the previous year [4]. Group 5: Shareholder Information - As of September 30, 2025, the number of A-share shareholders decreased by 9.05% to 47,500, while the average number of circulating A-shares held per shareholder increased by 9.95% to 7,828.31 [5]. - The company is expected to see revenue growth from 2.213 billion yuan in 2025 to 2.859 billion yuan in 2027, with net profits projected to rise from 45 million yuan to 161 million yuan during the same period [5].

| 证券代码：300793 | 证券简称：佳禾智能 | 公告编号：2025-098 | | --- | --- | --- | | 债券代码：123237 | 债券简称：佳禾转债 | | 佳禾智能科技股份有限公司 关于使用自有资金进行现金管理的进展公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚 假记载、误导性陈述或重大遗漏。 佳禾智能科技股份有限公司（以下简称"公司"）于2024年12月24日召开 第三届董事会第二十一次会议、第三届监事会第十五次会议，审议通过了《关 于使用自有资金进行现金管理的议案》，同意公司在确保不影响正常运营情况下， 使用不超过7.5亿元（含本数）自有资金进行现金管理，投资由商业银行等金融 机构发行的安全性高、流动性好、短期（不超过12个月）的投资理财品种，上述 额度有效期为自2025年1月30日起至2025年12月31日止，在前述额度和期限范围 内，可循环滚动使用。上述内容详见2024年12月24日公司刊登在巨潮资讯网 （www.cninfo.com.cn）《关于使用自有资金及闲置募集资金进行现金管理的公 告》（公告编号：2024-120）。 一、 使用闲置自有 ...

| 证券代码：300793 | 证券简称：佳禾智能 | 公告编号：2025-099 | | --- | --- | --- | | 债券代码：123237 | 债券简称：佳禾转债 | | 佳禾智能科技股份有限公司 关于使用暂时闲置募集资金进行现金管理的进展公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整，没有虚 假记载、误导性陈述或重大遗漏。 佳禾智能科技股份有限公司（以下简称"公司"）于 2024 年 12 月 24 日召 开第三届董事会第二十一次会议、第三届监事会第十五次会议，审议通过了《关 于使用闲置募集资金进行现金管理的议案》，同意公司(含全资子公司)在确保 不影响正常运营和募集资金投资项目建设的情况下，使用不超 5 亿元（含本数） 闲置募集资金进行现金管理，上述额度有效期为自 2025 年 1 月 30 日起至 2025 年 12 月 31 日止，在前述额度和期限范围内，可循环滚动使用。闲置募集资金 现金管理到期后将及时归还至募集资金专户。同时授权公司董事长在上述额度 内签署相关合同文件，公司财务部负责组织实施。上述内容详见 2024 年 12 月 24 日公司刊登在巨潮资讯网（www ...

Core Insights - The company, Jiahe Intelligent, reported a revenue of 1.625 billion yuan for the first three quarters of 2025, representing a year-on-year decrease of 15.91% [1] - The net profit attributable to shareholders of the listed company was 28.8252 million yuan, down 60.03% year-on-year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 3.2686 million yuan, a significant decline of 92.80% year-on-year [1] - The basic earnings per share stood at 0.08 yuan [1]

Core Viewpoint - Jiahe Intelligent (300793) reported a significant decline in both revenue and net profit for the third quarter of 2025, indicating potential challenges in its operational performance [1] Financial Performance - The company achieved a revenue of 620 million yuan in Q3 2025, representing a year-on-year decrease of 23.03% [1] - The net profit for the same period was 3.7033 million yuan, reflecting a substantial year-on-year decline of 88.25% [1]

二、本次计提资产减值准备的范围和总金额 根据资产减值准备测试结果，本次需计提减值准备的资产主要为应收账款、 其他应收款、存货跌价损失及合同履约成本、长期股权投资，详细情况如下： | 项目 | 2025 年前三季度发生额（元） | | --- | --- | | 一、信用减值损失 | -2,949,213.28 | | 其中：1.应收账款坏账损失 | -2,850,666.13 | | 2.其他应收款坏账损失 | -98,547.15 | | 二、资产减值损失 | -17,609,051.11 | | 其中：1.存货跌价损失及合同履约成本减值 | -17,609,051.11 | | | | 佳禾智能科技股份有限公司 关于 2025 年前三季度计提资产减值准备的公告 本公司及董事会全体成员保证公告内容真实、准确和完整，不存在任何虚假 记载、误导性陈述或者重大遗漏。 佳禾智能科技股份有限公司(以下简称"公司")根据《深圳证券交易所创 业板股票上市规则》《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》《企业会计准则》及公司会计政策相关规定，基于谨慎性原则， 为了更加真实、准确的反映公司的资产与财 ...

Financial Performance - The company's revenue for Q3 2025 was ¥620,137,570, a decrease of 23.03% compared to the same period last year[6] - Net profit attributable to shareholders was ¥3,703,289, down 88.25% year-on-year, while the net profit after deducting non-recurring gains and losses was ¥761,720, a decline of 95.93%[6] - The net profit for the first nine months of 2025 was ¥28,548,653, a decrease of 60.14% compared to the same period last year[13] - Total operating revenue for the current period was ¥1,624,870,218.74, a decrease of 16.0% compared to ¥1,932,312,096.54 in the previous period[26] - Operating profit for the current period was ¥25,981,154.68, a decline of 62.4% from ¥69,226,010.68 in the previous period[26] - The total profit for the current period is 24,807,486.73, a decrease from 67,570,817.30 in the previous period, indicating a significant decline[27] - The net profit attributable to shareholders of the parent company is 28,825,183.26, down from 72,112,759.09, reflecting a decrease of approximately 60%[27] - Basic earnings per share for the current period is 0.08, compared to 0.22 in the previous period, reflecting a decrease of approximately 63.64%[27] - The total comprehensive income for the current period is 25,057,266.73, down from 60,696,221.95, indicating a decline in overall profitability[27] Cash Flow and Assets - The company's cash flow from operating activities showed a net outflow of ¥102,773,316, representing a 160.96% decrease compared to the previous year[6] - The net cash flow from operating activities for the first nine months of 2025 was -102,773,316.48, a decrease of 160.96% compared to the same period in 2024, primarily due to reduced operational inflows[15] - Cash and cash equivalents increased to ¥999,722,676.72 from ¥919,329,615.05, representing an increase of 8.7%[22] - The cash and cash equivalents at the end of the period amount to 993,334,510.34, a slight decrease from 1,011,188,000.68 in the previous period[29] - The company received cash from the recovery of investments totaling 2,908,100,000.00, an increase from 2,754,500,000.00 in the previous period, indicating improved investment recovery[28] - The net cash flow from investing activities increased to 218,637,562.50, a 119.40% change, mainly due to a reduction in the purchase of financial products with temporarily idle raised funds during the reporting period[15] - The net cash flow from financing activities was -46,776,662.96, a decrease of 103.93%, attributed to the inflow of funds from the issuance of convertible bonds in the previous period[15] - The net cash flow from financing activities is -46,776,662.96, a significant drop from 1,189,662,199.30 in the previous period, suggesting reduced financing activities[29] Assets and Liabilities - The total assets at the end of the reporting period were ¥4,441,932,970, reflecting a 1.53% increase from the end of the previous year[6] - Accounts receivable increased by 41.11% to ¥567,012,107, primarily due to an increase in overdue accounts[10] - Total current assets reached ¥3,174,232,601.44, an increase of 3.7% from ¥3,062,240,284.79[22] - Total liabilities increased to ¥1,413,757,251.12 from ¥1,327,050,958.40, marking a rise of 6.5%[23] - Total equity attributable to shareholders decreased to ¥3,028,175,718.88 from ¥3,046,459,972.83, a decline of 0.6%[24] - Non-current assets totaled ¥1,267,700,368.56, down from ¥1,312,930,185.22, reflecting a decrease of 3.4%[23] Shareholder Information - As of September 30, 2025, the total number of ordinary shareholders was 47,530, with no preferred shareholders having restored voting rights[17] - Dongguan Wenfu Industrial Investment Co., Ltd. held 27.75% of the shares, amounting to 105,600,000 shares, making it the largest shareholder[17] - The company has a share repurchase program, holding 4,000,000 shares, which accounts for 1.05% of the total share capital[18] - The company’s actual controller is the chairman Yan Fan, with significant shareholding by Dongguan Wenfu Industrial Investment Co., Ltd.[17] Investments and Acquisitions - The company plans to acquire all limited partnership interests of beyerdynamic GmbH & Co. KG, with the acquisition agreement approved by the board on August 12, 2025[19] - The acquisition of BD KG's interests and shares is currently in progress, with further announcements to be made as required by law[20] - Investment income increased by 160.01% to ¥16,129,448, driven by the company's investment in financial products[13] Other Income and Expenses - The company reported a significant increase in other income, which rose by 30.76% to ¥28,832,077, mainly due to increased government subsidies[13] - The company reported a 120.38% decrease in other comprehensive income, primarily due to the transfer of amounts related to the disposal of a subsidiary[11] - The company reported a decrease in other comprehensive income after tax, amounting to -3,491,385.93, compared to -10,934,275.82 in the previous period, showing an improvement[27] - Inventory increased to ¥505,808,812.06, a rise of 3.0% compared to ¥488,456,512.88[22] - Total operating costs amounted to ¥1,619,752,805.88, down from ¥1,877,741,300.00, reflecting a reduction of 13.8%[26]