经审议，监事会认为：公司《2025 年第三季度报告》的编制和审议程序符 合法律、行政法规及中国证监会的规定，报告内容真实、准确、完整地反映了上 市公司的实际情况，不存在任何虚假记载、误导性陈述或者重大遗漏。 证券代码： 300807 证券简称：天迈科技 公告编号：2025-036 郑州天迈科技股份有限公司 第四届监事会第十三次会议决议公告 本公司及监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。 一、监事会会议召开情况 郑州天迈科技股份有限公司（以下简称"公司"）第四届监事会第十三次 会议于 2025 年 10 月 24 日（星期五）在郑州市高新区莲花街 316 号 10 号楼公司 一楼会议室以现场的方式召开。会议通知已于 2025 年 10 月 20 日通过电子邮件 的方式送达各位监事。本次会议应出席监事 3 人，实际出席监事 3 人。 会议由监事会主席江晓慧主持。会议召开符合有关法律、法规、规章和《公 司章程》的规定。出席会议的监事对各项议案进行了认真审议并做出了如下决议： 二、监事会会议审议情况 （一）审议通过《关于 2025 年第三季度报告的议案》 具体内容详见 ...

一、董事会会议召开情况 郑州天迈科技股份有限公司（以下简称"公司"）第四届董事会第十三次 会议于 2025 年 10 月 24 日（星期五）在郑州市高新区莲花街 316 号 10 号楼公司 一楼会议室以现场结合通讯的方式召开。会议通知已于 2025 年 10 月 20 日通过 电子邮件的方式送达各位董事。本次会议应出席董事 7 人，现场出席 4 人，独立 董事关志超先生、吴跃平先生、司爱军先生通过通讯方式参会。 证券代码： 300807 证券简称：天迈科技 公告编号：2025-035 郑州天迈科技股份有限公司 第四届董事会第十三次会议决议公告 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。 会议由董事长郭建国主持，全体监事及高级管理人员列席。会议召开符合 有关法律、法规、规章和《公司章程》的规定。经各位董事认真审议，会议形成 了如下决议： 二、董事会会议审议情况 （一）审议通过《关于 2025 年第三季度报告的议案》 经审议，董事会认为：公司《2025 年第三季度报告》的内容真实、准确、 完整地反映了公司的实际情况，不存在任何虚假记载、误导性陈述或重大遗漏。 ...

Company Performance - Tianmai Technology (SZ 300807) reported third-quarter results with revenue of approximately 87.69 million yuan for the first three quarters of 2025, representing a year-on-year increase of 57.08% [1] - The company recorded a net loss attributable to shareholders of approximately 15.35 million yuan, with basic earnings per share showing a loss of 0.23 yuan [1] - As of the report date, Tianmai Technology has a market capitalization of 2.7 billion yuan [1] Industry Insights - The Chinese innovative drug sector has seen significant overseas licensing sales, totaling 80 billion USD this year [1] - There is a contrast in the biopharmaceutical secondary market being active while the primary market is experiencing a cooling in fundraising [1]

Financial Performance - The company's revenue for Q3 2025 was ¥21,305,042.10, representing a 9.22% increase compared to the same period last year[5]. - The net profit attributable to shareholders was -¥11,079,507.93, a decrease of 43.09% year-on-year[5]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was -¥11,754,524.78, down 39.94% from the previous year[5]. - Total operating revenue for the current period reached ¥87,686,282.72, a significant increase from ¥55,822,399.20 in the previous period, representing a growth of approximately 57.1%[23]. - The net profit for the current period was -¥15,777,287.20, an improvement compared to -¥53,264,631.41 in the previous period, reflecting a reduction in losses by approximately 70.4%[25]. - Basic and diluted earnings per share were both -¥0.23, an improvement from -¥0.78 in the previous period[25]. Cash Flow - The operating cash flow for the year-to-date period reached ¥8,404,259.59, an increase of 144.69% compared to the same period last year[5]. - The net cash flow from operating activities for the first nine months of 2025 was ¥840.43, a turnaround from -¥1,880.59 in the same period last year[13]. - The net cash flow from operating activities was ¥8,404,259.59, a recovery from a negative cash flow of -¥18,805,850.49 in the previous period[26]. - The company reported a significant increase in cash inflows from operating activities, totaling ¥163,474,922.21 compared to ¥113,935,103.15 in the previous period, marking an increase of about 43.5%[26]. - Net cash flow from investing activities was -$22.06 million, compared to -$6.58 million in the previous period[27]. - Total cash inflow from financing activities was $44.08 million, down from $55.57 million year-over-year[27]. - Cash outflow for debt repayment was $45.75 million, compared to $55.75 million in the previous period[27]. - Net cash flow from financing activities was -$7.93 million, compared to -$4.01 million in the previous period[27]. - The net increase in cash and cash equivalents was -$21.58 million, compared to -$29.40 million in the previous period[27]. - The ending balance of cash and cash equivalents was $56.95 million, compared to $49.57 million in the previous period[27]. Assets and Liabilities - Total assets at the end of the reporting period were ¥619,607,278.65, a decrease of 14.12% from the end of the previous year[5]. - The company's total assets decreased from CNY 721,472,020.60 at the beginning of the period to CNY 619,607,278.65 at the end of the period, representing a decline of approximately 14.1%[19]. - Current assets decreased from CNY 432,716,967.95 to CNY 339,301,976.71, a reduction of about 21.6%[20]. - Cash and cash equivalents decreased from CNY 83,000,100.49 to CNY 68,974,412.24, a decline of approximately 17.0%[19]. - Accounts receivable decreased from CNY 212,905,240.14 to CNY 138,205,034.50, a drop of around 35.0%[19]. - Inventory decreased from CNY 93,589,696.35 to CNY 71,413,055.60, a reduction of about 23.7%[20]. - Short-term borrowings decreased slightly from CNY 50,000,000.00 to CNY 48,672,279.45, a decrease of approximately 2.7%[20]. - Accounts payable decreased from CNY 92,160,583.71 to CNY 49,864,201.81, a significant decline of about 46.0%[20]. - The total liabilities decreased to ¥151,292,683.52 from ¥237,380,138.27, a reduction of approximately 36.2%[21]. - Total equity attributable to shareholders of the parent company decreased to ¥469,908,417.43 from ¥485,259,085.38, a decline of about 3.1%[21]. Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 10,285[15]. - The largest shareholder, Guo Jianguo, holds 31.51% of the shares, totaling 21,439,680 shares[15]. - The company reported a total of 16,098,098 shares under lock-up due to executive restrictions[18]. - The company has a total of 16,079,760 shares held by major shareholder Guo Jianguo, which are subject to lock-up[18]. Research and Development - Research and development expenses were ¥27,849,159.48, down from ¥32,946,603.90, indicating a decrease of approximately 15.5%[24]. Investment Income - The company reported a significant increase in investment income of 312.32%, amounting to ¥52.55, due to increased returns from joint ventures[12]. - The company recorded investment income of ¥525,499.63, a turnaround from a loss of -¥247,459.31 in the previous period[24]. Audit Information - The third quarter report was not audited[28].

Market Overview - The computer equipment sector experienced a decline of 2.83% on September 26, with Xuanji Information leading the drop [1] - The Shanghai Composite Index closed at 3828.11, down 0.65%, while the Shenzhen Component Index closed at 13209.0, down 1.76% [1] Stock Performance - Notable gainers included: - ST Yingfituo: closed at 2.82, up 4.83% with a trading volume of 197,400 shares and a turnover of 55.38 million [1] - Huijin Co.: closed at 15.90, up 2.91% with a trading volume of 883,600 shares and a turnover of 142.6 million [1] - Major decliners included: - Xuanji Information: closed at 6.47, down 7.70% with a trading volume of 1,914,900 shares and a turnover of 127.5 million [2] - Yimikang: closed at 16.41, down 6.01% with a trading volume of 338,600 shares and a turnover of 56.9 million [2] Capital Flow - The computer equipment sector saw a net outflow of 3.633 billion in main funds, while retail investors contributed a net inflow of 2.477 billion [2] - The sector's capital flow indicates a mixed sentiment, with institutional investors pulling back while retail investors showed interest [2][3] Individual Stock Capital Flow - Huijin Co. had a main fund net inflow of 1.45 billion, but retail investors showed a net outflow of 984.26 million [3] - Xuanji Information experienced a significant net outflow of 1.27 billion from retail investors, indicating a lack of confidence [3]

Group 1 - Tianmai Technology's stock price increased by 2.09% on September 9, reaching 43.04 CNY per share, with a trading volume of 1.10 billion CNY and a turnover rate of 5.03%, resulting in a total market capitalization of 2.928 billion CNY [1] - Year-to-date, Tianmai Technology's stock price has risen by 42.00%, but it has decreased by 3.52% over the last five trading days and 14.97% over the last 20 days [1] - The company has appeared on the "Dragon and Tiger List" three times this year, with the most recent appearance on January 10, where it recorded a net buy of -47.5158 million CNY [1] Group 2 - Tianmai Technology, established on April 13, 2004, and listed on December 19, 2019, is based in Zhengzhou, Henan Province, and specializes in providing comprehensive solutions for urban bus operations, management, and services based on Internet of Vehicles technology [2] - The company's main business revenue composition includes: intelligent scheduling systems (49.34%), software products and others (29.67%), vehicle remote monitoring systems (9.77%), intelligent bus cash collection systems (7.28%), taxi operation supervision systems (2.87%), and new energy charging monitoring systems (1.07%) [2] - As of June 30, 2025, Tianmai Technology reported a revenue of 66.3812 million CNY, representing a year-on-year growth of 82.79%, while the net profit attributable to the parent company was -4.2712 million CNY, an increase of 87.21% year-on-year [2] Group 3 - Since its A-share listing, Tianmai Technology has distributed a total of 47.4957 million CNY in dividends, with no dividends paid in the last three years [3] - As of June 30, 2025, the number of shareholders decreased by 8.38% to 9,692, while the average circulating shares per person increased by 9.15% to 5,359 shares [2][3] - Among the top ten circulating shareholders, Guangfa Electronic Information Media Stock A ranks fourth with 1.7112 million shares, an increase of 924,400 shares compared to the previous period [3]

Group 1: Private Equity and Venture Capital Market - In August 2025, only 5 new private equity and venture capital fund managers were registered, a decrease of nearly 70% compared to July and a 64.3% drop from August 2024 [1] - A total of 368 new private equity and venture capital funds were registered, with 134 private equity funds and 234 venture capital funds, reflecting a year-on-year growth of 25.2% but a slight month-on-month decline of 1.9% [1] - The domestic primary equity investment market saw 565 financing events, with a total disclosed financing amount of approximately 35.178 billion yuan, an increase of 32.8% year-on-year, but a significant drop compared to July 2025 [1] Group 2: Qiming Venture Partners - Qiming Venture Partners manages 11 USD funds and 7 RMB funds, with a total capital of 9.5 billion USD, equivalent to over 69 billion yuan [2] - As of August 2025, Qiming Venture Partners registered only one fund, the Suzhou Industrial Park Qichen Hengyuan Equity Investment Partnership, with a registered capital of 460 million yuan [2] - Qiming Venture Partners disclosed 8 equity investment events in the reporting period, a significant increase of 60% compared to August 2024 and an eightfold increase compared to July 2025 [3] Group 3: Investment Strategy and Focus - Qiming Venture Partners employs a full-cycle investment strategy, focusing on early-stage incubation, growth-stage investments, and late-stage Pre-IPO arrangements [6] - The majority of investments (50%) are in growth-stage companies (A, B, and E rounds), while early-stage projects account for 12.5% each [6] - Over 60% of Qiming's investments in August were in the healthcare sector, indicating a strong commitment to this core area [9] Group 4: Regional Investment Distribution - Qiming Venture Partners' investments are primarily concentrated in Beijing, accounting for about 25% of total investments, with a significant presence in the Yangtze River Delta region [11] - The firm also has investments in the southwest and central regions, which are key areas for industrial upgrades [11] Group 5: Sany Hydrogen Energy - Sany Hydrogen Energy announced the completion of a multi-billion yuan A-round financing led by Qiming Venture Partners, aimed at enhancing R&D and manufacturing capabilities [13] - The company focuses on hydrogen energy solutions and has developed a product matrix for water electrolysis hydrogen production [13] - Sany Hydrogen Energy has secured a leading position in the industry with a total of 123 MW of benchmark projects won from central state-owned enterprises from January to July 2025 [13]

Core Viewpoint - Tianmai Technology (300807.SZ) reported significant revenue growth in the first half of 2025, but continued to incur net losses, indicating ongoing financial challenges despite improved performance metrics [1][2]. Financial Performance - The company achieved operating revenue of 66.38 million yuan in the first half of 2025, representing an 82.79% increase compared to 36.32 million yuan in the same period last year [2]. - The net profit attributable to shareholders was -4.27 million yuan, an improvement of 87.21% from -33.40 million yuan year-on-year [2]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was -7.86 million yuan, a 76.94% improvement from -34.07 million yuan in the previous year [2]. - The net cash flow from operating activities was -2.28 million yuan, showing an 81.21% improvement from -12.15 million yuan year-on-year [2]. Historical Performance - Tianmai Technology has reported losses for four consecutive years, with operating revenues of 233 million yuan, 329 million yuan, 220 million yuan, and 164 million yuan from 2021 to 2024 respectively [2]. - The net profit attributable to shareholders for the same years were -37.27 million yuan, -8.51 million yuan, -50.07 million yuan, and -59.31 million yuan [2]. - The net profit after deducting non-recurring gains and losses for the same period were -49.81 million yuan, -20.90 million yuan, -54.87 million yuan, and -60.83 million yuan [2]. - The net cash flow from operating activities varied significantly, with figures of -91.88 million yuan, 20.22 million yuan, -40.30 million yuan, and 8.44 million yuan over the same years [2]. IPO Information - Tianmai Technology was listed on the Shenzhen Stock Exchange's Growth Enterprise Market on December 19, 2019, issuing 17 million shares at a price of 17.68 yuan per share [3]. - The total amount raised from the initial public offering (IPO) was 301 million yuan, with a net amount of 261 million yuan after expenses [3]. - The actual net fundraising amount was 1.25 billion yuan less than the originally planned net amount of 386 million yuan, which was intended for projects related to the Internet of Things and working capital [3].

Core Viewpoint - A wave of industry mergers and acquisitions led by private equity (PE/VC) funds is emerging, with firms transitioning from "capital hunters" to "industry operators" as they seek new growth avenues through strategic acquisitions [1][2]. Group 1: Recent Mergers and Acquisitions - JD Capital announced plans to acquire a 53.2897% stake in Nanjing Shenyuan Intelligent Technology Co., Ltd. for 213 million yuan, marking its entry into the humanoid robot industry [1]. - Other notable transactions include Qiming Venture Partners' acquisition of Tianmai Technology and Meihua Venture's investments in ST Luton and Mengjie Co., indicating a trend of PE/VC firms actively participating in industry mergers [2][3]. Group 2: Policy Background - The trend is supported by the "Six Merger Policies" issued by the China Securities Regulatory Commission, which encourages listed companies to pursue cross-industry mergers for transformation and growth [2]. - The policies aim to facilitate private equity funds in acquiring listed companies to promote industry integration [2]. Group 3: Market Dynamics - The increasing activity of investment institutions reflects a growing demand for new development paths among companies in changing market conditions, as well as a positive outlook on the potential value of certain industries [3][5]. - The current environment presents challenges in various investment stages, prompting PE/VC firms to explore merger opportunities as a new avenue for growth [3]. Group 4: Challenges and Considerations - JD Capital's acquisition has drawn scrutiny due to both companies experiencing losses and the cross-industry nature of the deal, raising questions about the rationale and fairness of the transaction [4]. - Concerns exist regarding the integration of PE/VC firms into operational roles, particularly regarding management philosophy differences and industry understanding [4]. Group 5: Future Trends - The ongoing optimization of the policy environment is expected to provide greater certainty for PE/VC firms in achieving exits and participating in industry integration [5]. - The future will likely see deeper integration of capital and industry, with PE/VC firms taking on more active roles in strategic planning, market expansion, and technology acquisitions [5].

Core Viewpoint - Tianmai Technology (300807) reported significant revenue growth in its 2025 mid-year report, with total revenue reaching 66.38 million yuan, an increase of 82.79% year-on-year, despite a net loss of 4.27 million yuan, which improved by 87.21% compared to the previous year [1] Financial Performance - Total revenue for Q2 was 34.92 million yuan, reflecting a year-on-year increase of 51.86% - Q2 net profit attributable to shareholders was -3.37 million yuan, an improvement of 74.76% year-on-year [1] - Gross margin stood at 42.8%, up 7.89% year-on-year, while net margin was -6.93%, an increase of 92.45% year-on-year [1] - Total selling, administrative, and financial expenses amounted to 23.93 million yuan, accounting for 36.05% of revenue, a decrease of 54.15% year-on-year [1] Accounts Receivable and Cash Flow - Accounts receivable represented a significant portion of revenue, with a ratio of 108.29% of the latest annual revenue [1] - Earnings per share were -0.06 yuan, an increase of 87.76% year-on-year, while operating cash flow per share was -0.03 yuan, improving by 81.21% year-on-year [1] Historical Performance and Investment Considerations - The company's historical net margin was -36.96%, indicating low added value in products or services [2] - The median Return on Invested Capital (ROIC) since listing is 15.12%, with the worst year being 2024 at -10.09% [2] - The company has reported losses in four out of five years since its IPO, suggesting caution for value investors [2] Cash Flow and Financial Health - The cash flow situation is concerning, with cash and cash equivalents to current liabilities at only 86.08%, and the average operating cash flow over the past three years being -4.28% of current liabilities [2] - Financial expenses have been consistently negative over the past three years, indicating potential financial strain [2]