国泰海通证券股份有限公司 关于江苏扬电科技股份有限公司 2025 年半年度持续督导跟踪报告 | 保荐人名称：国泰海通证券股份有限公司 | 被保荐公司简称：扬电科技 | | --- | --- | | 保荐代表人姓名：徐亦潇 | 联系电话：021-23180000 | | 保荐代表人姓名：吴熠昊 | 联系电话：021-23180000 | 一、保荐工作概述 | 项目 | 工作内容 | | --- | --- | | 1.公司信息披露审阅情况 | | | （1）是否及时审阅公司信息披露文件 | 是 | | （2）未及时审阅公司信息披露文件的次数 | 0次 | | 2.督导公司建立健全并有效执行规章制度的 | | | 情况 | | | （1）是否督导公司建立健全规章制度（包括 | | | 但不限于防止关联方占用公司资源的制度、 | 是 | | 募集资金管理制度、内控制度、内部审计制度、 | | | 关联交易制度） | | | （2）公司是否有效执行相关规章制度 | 是 | | 3.募集资金监督情况 | | | （1）查询公司募集资金专户次数 | 6次 | | （2）公司募集资金项目进展是否与信息披露 | 是 | | ...

Group 1 - The company, Yangdian Technology (301012.SZ), has confirmed that its current business does not involve the artificial intelligence sector [2]

Group 1 - The company, Yangdian Technology, is a major manufacturer of energy-saving transformers and places significant emphasis on market value management [1] - The core measure for market value management is to enhance operational quality, aiming to balance corporate value and market capitalization through steady operations [1] - The company actively improves its governance structure by revising its articles of association and governance systems in accordance with the latest laws and regulations, establishing a standardized internal control system to ensure shareholders fully enjoy their legal rights [1]

Group 1 - The core viewpoint of the article is that Yangdian Technology (301012) aims to increase the proportion of its sales from dry transformers used in data center infrastructure [1] Group 2 - The company responded to investor inquiries on September 11, indicating that enhancing the business share from data centers has been a sales target in recent years [1]

Group 1 - The core viewpoint of the article is that Yangdian Technology (301012.SZ) aims to increase the proportion of its sales from dry-type transformers used in data center infrastructure [1][2] - The company has confirmed that its dry-type transformers can be applied in the construction of data centers, which aligns with its recent sales goals [1][3] - There is an ongoing inquiry from investors regarding whether the company has secured orders from data centers or is actively developing related customers [3] Group 2 - The company is considering upgrading its product line to produce transformers compatible with data centers to explore new market opportunities [3]

Market Overview - The grid equipment sector experienced a decline of 0.71% on the previous trading day, with Yada Co. leading the losses [1] - The Shanghai Composite Index closed at 3813.56, down 1.16%, while the Shenzhen Component Index closed at 12472.0, down 0.65% [1] Stock Performance - Notable gainers in the grid equipment sector included: - Zhengtai Electric: closed at 28.20, up 3.94% with a trading volume of 496,400 shares and a turnover of 1.383 billion yuan [1] - Yangdian Technology: closed at 21.46, up 3.37% with a trading volume of 107,100 shares and a turnover of 229 million yuan [1] - Kelun Electronics: closed at 6.78, up 3.04% with a trading volume of 783,900 shares and a turnover of 530 million yuan [1] - Conversely, Yada Co. saw a significant drop, closing at 12.58, down 10.08% with a trading volume of 168,800 shares and a turnover of 220 million yuan [2] Capital Flow - The grid equipment sector saw a net outflow of 731 million yuan from institutional investors, while retail investors contributed a net inflow of 510 million yuan [2] - Specific stock capital flows indicated: - Kelun Electronics had a net inflow of 70.19 million yuan from institutional investors, but a net outflow of 715 million yuan from retail investors [3] - Zhengtai Electric experienced a net inflow of 30.33 million yuan from institutional investors and a net inflow of 76.53 million yuan from retail investors [3]

（一）募集资金金额、资金到位情况 根据中国证券监督管理委员会《关于同意江苏扬电科技股份有限公司向特 定对象发行股票注册的批复》（证监许可〔2023〕1223号），公司向特定对象 发行人民币普通股（A股）24,890,190股，每股面值1元，发行价格为20.49元/股， 募集资金总额为人民币509,999,993.10元。2023年7月12日本公司收到主承销商 海通证券股份有限公司汇缴的募集资金509,999,993.10元,扣除承销和保荐费用 5,000,000.00元后合计人民币504,999,993.10元。另扣除各项发行费用（不含税） 人民币合计1,297,066.22元，实际本次募集资金净额为人民币503,702,926.88元。 上述募集资金到位情况业经天健会计师事务所（特殊普通合伙）验证，并由其 出具《验资报告》（天健验〔2023〕362号）。 江苏扬电科技股份有限公司 2025年半年度募集资金存放与使用情况的专项报告 一、募集资金基本情况 | 募集资金投资项目 | 金额（人民币万元） | | --- | --- | | 募集资金净额 | 50,370.29 | | 上期募集资金专户余额 | 14 ...

Core Viewpoint - Yangdian Technology (301012) reported mixed financial results for the first half of 2025, with revenue growth but a significant decline in net profit, indicating potential challenges in profitability and cash flow management [1] Financial Performance - Total revenue for the first half of 2025 reached 644 million yuan, a year-on-year increase of 15.01% compared to 560 million yuan in 2024 [1] - Net profit attributable to shareholders was 21.59 million yuan, down 46.48% from 40.34 million yuan in the previous year [1] - The gross profit margin decreased to 10.29%, a decline of 35.32% from 15.91% in 2024 [1] - The net profit margin also fell to 3.47%, down 51.85% from 7.20% in the previous year [1] Cash Flow and Receivables - Accounts receivable accounted for 755.43% of the latest annual net profit, indicating a high level of receivables relative to profit [1][13] - The company experienced a 30.43% increase in net cash flow from operating activities, attributed to improved accounts receivable collections [11] Expenses and Liabilities - Total sales, management, and financial expenses amounted to 32.96 million yuan, representing 5.12% of revenue, an increase of 28.22% year-on-year [1] - Short-term borrowings increased by 22.87%, driven by higher revenue [4] - Financial expenses rose by 46.71%, influenced by lower interest rates and increased foreign exchange gains [9] Inventory and Investments - Inventory increased by 30.02% due to rising orders and revenue, leading to higher stock levels [2] - Long-term equity investments were made in joint ventures, while construction in progress was fully transferred to fixed assets [3] Overall Assessment - The company's return on invested capital (ROIC) was 5.27%, indicating average capital returns, with historical data showing a median ROIC of 10.06% since its listing [11] - The company maintains a healthy cash position, but concerns exist regarding its debt levels and cash flow sustainability [12][13]

Core Viewpoint - Yangdian Technology (301012.SZ) reported its semi-annual results for 2025, highlighting a significant decline in institutional investor holdings compared to the previous quarter [1] Institutional Holdings - As of August 25, 2025, there is one institutional investor holding shares in Yangdian Technology, with a total of 3.5 million shares, representing 1.78% of the total share capital [1] - The overall institutional holding percentage has decreased by 9.88 percentage points compared to the last quarter [1] Public Fund Holdings - One public fund, specifically the Fortune Tianhui Growth Mixed (LOF) A/B, has reduced its holdings, accounting for a decrease of 1.73% [1] - Five public funds that did not disclose their holdings in the current period include: Fortune New Vitality Flexible Allocation Mixed A, Fortune Quality Growth 6-Month Holding Period Mixed A, Fortune Core Advantage Initiated Mixed A, Fortune Benefit Return 12-Month Holding Period Mixed A, and Rongtong Quantitative Multi-Strategy Flexible Allocation Mixed A [1]

Group 1 - The company did not distribute cash dividends, issue bonus shares, or increase capital from reserves during the reporting period [2] - There were no changes in the controlling shareholder or actual controller during the reporting period [3] - The company has no preferred shareholders or related shareholding information for the reporting period [3] Group 2 - All directors attended the board meeting that reviewed the report [1] - The company does not require retrospective adjustments or restatements of previous accounting data [2] - There are no significant matters reported during the period [3]