国投证券股份有限公司 关于宁波星源卓镁技术股份有限公司 部分首次公开发行前已发行股份上市流通的专项核查意见 本次上市流通的限售股属于首次公开发行前已发行股份，除上述事项外，自 公司首次公开发行股票限售股形成至今，公司未发生因利润分配、公积金转增等 导致股本数量变动的情况。 截至本核查意见出具日，公司总股本为 112,000,000 股，其中有流通限制或 限售安排的股份数量为 78,540,000 股，占总股本的比例为 70.12%；无流通限制 及限售安排的股份数量 33,460,000 股，占总股本的比例为 29.88%。 国投证券股份有限公司（以下简称"国投证券"或"保荐机构"）作为宁波 星源卓镁技术股份有限公司（以下简称"星源卓镁"或"公司"）首次公开发行 股票并在创业板上市的保荐机构及持续督导机构，根据《证券发行上市保荐业务 管理办法》《深圳证券交易所上市公司自律监管指引第 13 号——保荐业务（2025 年修订）》《深圳证券交易所创业板股票上市规则（2025 年修订）》《深圳证券交 易所上市公司自律监管指引第 2 号——创业板上市公司规范运作（2025 年修订）》 等相关规定，对公司部分首次公开发行前 ...

| 证券代码：301398 | 证券简称：星源卓镁 | 公告编号：2025-066 | | --- | --- | --- | | 债券代码：123260 | 债券简称：卓镁转债 | | 宁波星源卓镁技术股份有限公司 关于部分首次公开发行前已发行股份 特别提示： 1、本次解除限售的股份为宁波星源卓镁技术股份有限公司（以下简称"公 司"或"星源卓镁"）部分首次公开发行前已发行股份。 2、本次解除股份限售的股东户数为 1 户，股份数量为 3,759,000 股，占公司 总股本的 3.36%，限售期为自公司首次公开发行并上市之日起 36 个月。 3、本次解除限售股份上市流通日期为 2025 年 12 月 15 日（星期一）。 4、本次解除股份限售的股东请勿在解限期间办理转托管、质押式回购等会 导致托管单元发生变更的业务，否则可能导致相应股东解除限售失败。 一、首次公开发行前已发行股份概况 （一）首次公开发行股份情况 根据中国证券监督管理委员会《关于同意宁波星源卓镁技术股份有限公司首 次公开发行股票注册的批复》（证监许可〔2022〕2084 号），公司首次公开发 行人民币普通股（A 股）股票 20,000,000 股 ...

证券日报网讯12月8日，星源卓镁（301398）在互动平台回答投资者提问时表示，根据相关披露规则要 求，公司在定期报告中披露股东人数。 ...

Report Summary of Zhuomei Convertible Bond Investment Value Analysis 1. Report Industry Investment Rating No specific investment rating for the industry is provided in the report. 2. Core Viewpoints - The substitution of magnesium alloy for aluminum alloy in the automotive parts field is clear and accelerating, and Zhuomei Convertible Bond is currently overvalued but worthy of continuous attention [5][7] 3. Summary by Relevant Catalog Zhuomei Convertible Bond Information - Zhuomei Convertible Bond (123260.SZ) has a credit rating of A+, a bond balance of 450 million yuan, is a new bond with a remaining term of 5.93 years. The closing price on December 3 was 168.55 yuan, and the conversion premium rate was 81.76% [1] Star Source Zhuomei (Stock of Underlying Bond) Information - Star Source Zhuomei (301398.SZ) was established in 2003, focusing on the automotive lightweight field and applying magnesium alloy die - castings to body structural parts and interior parts. Its products include headlight heat dissipation frames, seat armrest skeletons, etc. From January to the third quarter of 2025, its revenue was 292 million yuan, a year - on - year increase of 1.48%; the net profit attributable to the parent was 45 million yuan, a year - on - year decrease of 19.63%. The actual controllers are Qiu Zhuoxiong and Lu Manfen, with a combined shareholding of 70.13%. The latest total market value is 5.432 billion yuan, and the expected PE in 2025 is 67.8x [3] Main Highlights of Zhuomei Convertible Bond - In the automotive parts field, the substitution of magnesium alloy for aluminum alloy is clear and accelerating. In May 2025, Seres completed the real - vehicle verification of an integrated die - cast magnesium alloy vehicle body, with a weight reduction of 21.8% compared to the aluminum alloy solution. The substitution is mainly due to the fact that the price of magnesium ingots has been lower than that of aluminum ingots, and the raw material cost of magnesium alloy for the same - volume parts is about 12.47% lower than that of aluminum alloy. Also, the breakthrough in semi - solid injection molding technology has reduced the oxidation risk of magnesium alloy and promoted its application in core structural parts [5] - The company's on - hand orders support high - growth performance in the next three years. Since 2021, the company has been deploying semi - solid magnesium alloy injection molding technology, and in November 2025, it obtained a 2.021 billion yuan fixed - point order from a domestic new energy vehicle company, planning to mass - produce magnesium alloy powertrain housing parts in the third quarter of 2026. As of November 2025, the company's cumulative magnesium alloy orders in the past year totaled 4.094 billion yuan [5] - The improvement in production capacity matches the order fulfillment. In July 2025, Yizumi delivered the UN6600MGII Plus equipment to the company, helping it break through the production bottleneck of complex structural parts and improve product yield. In November 2025, the company successfully issued convertible bonds to raise 450 million yuan, which is planned to be used entirely for the project of an annual production of 3 million sets of high - strength large - scale magnesium alloy precision - formed parts for automobiles [6] Valuation and Suggestion of Zhuomei Convertible Bond - Based on the Shanxi Securities convertible bond valuation model, without considering stock price changes and the changes of call and downward revision clauses, the reasonable valuation of Zhuomei Convertible Bond is between 147 - 154 yuan, and it is currently overvalued. However, since the remaining term of the bond is still long, it can be continuously monitored [7]

Investment Rating - The industry investment rating is "Positive" (maintained) [1] Core Insights - The humanoid robot sector continues to rebound, entering an upward channel, with the core company index rising by 5.54%, outperforming the broader market [12][11] - Multiple factors contributed to the unexpected strength of the rebound, including prior adjustments in the sector, advancements in Tesla's Optimus robot, and anticipated supportive policies from the U.S. government [4][12] - The year 2026 is projected to be a milestone for humanoid robot mass production, with significant catalysts expected [4][40] Summary by Sections Humanoid Robot Sector Performance - The humanoid robot sector index and leading stocks have shown a continued rebound, with the core company index increasing by 5.54% during the week of December 1 to December 5, 2025 [12][11] - The top five performers included Hengli Hydraulic (+11.53%), Siling Co. (+10.07%), and Wuzhou Xinchun (+9.24%) [12][14] Optimus Robot Development - Tesla's Optimus robot is progressing towards mass production, with recent demonstrations showcasing its running capabilities, achieving speeds of 2.5-3 m/s [5][16] - The U.S. government is expected to introduce supportive policies for the robot industry, which may accelerate development and enhance market confidence [31][33] - The domestic industrialization process is also speeding up, with leading companies preparing for capital market entry [34][38] Investment Opportunities - Key investment opportunities are identified in the supply chain, including components such as head assemblies, bearings, and structural parts [27][30] - Specific companies recommended for investment include Lens Technology, Minth Group, and Wuzhou Xinchun, among others [6][30] - The report emphasizes the importance of technological upgrades and supply chain integration to support mass production [27][30]

Group 1 - The core viewpoint of the report emphasizes that AI is driving the continuous upgrade of computing infrastructure and smart terminals, leading to a surge in demand for liquid cooling systems and robotics in the automotive parts industry [1][2] - The integration of liquid cooling and robotics is highly synergistic with automotive components, allowing for an extension from automotive thermal management to data center cooling and from precision manufacturing to core robotic components [1][2] - The automotive parts industry is expected to experience a "second/third growth curve," reshaping its business boundaries and growth trajectories due to advancements in AI and related technologies [1][2] Group 2 - Companies with technological synergies, system integration capabilities, cost reduction abilities, and global reach will benefit from the AI-driven wave in the automotive parts sector [2] - Automotive manufacturers and parts companies are expanding their business boundaries to achieve "same-source manufacturing + scenario collaboration," enhancing their competitive edge [2] - The report recommends specific companies in the robotics and liquid cooling sectors, highlighting their potential as beneficiaries of the ongoing technological advancements [2]

Core Viewpoint - The company, Xingyuan Zhuomei (301398), focuses on magnesium and aluminum alloy precision die-casting products and related die manufacturing, with a recent announcement regarding investor research activities and insights into its business operations and market positioning [1][9]. Group 1: Company Overview - The company's main products include automotive display system components, new energy vehicle powertrain components, automotive seat armrest structural parts, automotive central console skeletons, and automotive lamp heat dissipation brackets, primarily applied in the automotive sector [2]. - The company reported a total revenue of 292 million yuan for the first three quarters of 2025, reflecting a year-on-year increase of 1.48%, while the net profit attributable to shareholders decreased by 19.63% to 45.07 million yuan [9]. Group 2: Technical Advantages - The company's core technical advantages lie in providing one-stop services that include product design optimization, mold manufacturing, precision die-casting, precision machining, and surface treatment, ensuring a comprehensive scale-up capability [3]. - Magnesium alloy is recognized as the lightest commercial metal structural material, offering benefits such as low density, good toughness, and strong damping capacity, which enhance lightweight effects and driving experiences in automotive applications [4]. Group 3: Future Developments - The company plans to focus on the application of magnesium and aluminum alloys in automotive lightweighting, electrification, and intelligence, promoting large and medium-sized components and exploring new product types for automotive applications [7]. - The global primary magnesium production in 2024 is projected to be 1.12 million tons, with China accounting for 1.0258 million tons, indicating a strong resource reserve advantage for the company in the magnesium alloy sector [6]. Group 4: Industry Insights - The company is considering a flexible approach to adopting semi-solid forming technology alongside traditional high-pressure die-casting, based on performance requirements and cost considerations for various applications, aiming to enhance product diversification and market competitiveness [5].

Core Conclusions - AI-driven demand for liquid cooling and robotics is expected to create a new growth curve for the automotive parts industry, with liquid cooling systems becoming a necessity due to high power density scenarios driven by AI, and robotics transitioning from initial development to scaling production [2][4] - Automotive parts companies with capabilities in technology integration, cost reduction, and global operations will benefit from the AI wave, as automotive manufacturers and parts suppliers expand their business boundaries through collaborative manufacturing and scenario integration [2][4] - Investment recommendations include focusing on companies with global supply chain capabilities in the robotics sector such as Top Group, Zhongding, XPeng Motors, and Junsheng Electronics, as well as in the liquid cooling sector [2][4] Robotics Sector - The Tesla Optimus V3 is nearing finalization, marking the transition of the robotics sector from initial development to scaling production, with a projected launch of a million-unit production line by the end of the year [5][6] - Domestic robotics companies are rapidly advancing, with significant orders being placed for products, indicating a shift from experimental to commercial applications [6][33] - The robotics sector is expected to enter a high-growth phase in 2026, with a focus on companies that demonstrate high certainty and technological advancements [6][12] Liquid Cooling Sector - The liquid cooling market is anticipated to enter a phase of large-scale penetration and high demand realization, driven by the automotive industry's need for effective thermal management solutions [2][4] - Companies such as Top Group and Zhongding are highlighted as key players in the liquid cooling sector, expected to benefit from the growing demand [2][4] Investment Recommendations - The report suggests focusing on companies with strong global capabilities and certainty in their business models, particularly in the robotics and liquid cooling sectors [2][4] - Specific recommendations include Top Group, Zhongding, and Silver Wheel in the liquid cooling space, and Top Group, Zhongding, XPeng Motors, and Junsheng Electronics in the robotics space [2][4]

Group 1: Company Overview and Core Products - The company's core products include components for automotive display systems, new energy vehicle powertrains, automotive seat armrests, central console frames, and automotive lamp heat dissipation brackets, primarily applied in the automotive sector [3] - The company provides one-stop services focusing on product design optimization, mold manufacturing, precision die-casting, precision machining, and surface treatment [3] Group 2: Technical Advantages and Innovations - The company’s core technical advantages lie in its ability to offer comprehensive services that ensure large-scale production across the entire supply chain [3] - Future plans include a flexible approach to adopting semi-solid forming technology alongside traditional high-pressure die-casting, enhancing product diversification and market competitiveness [4] Group 3: Material Supply and Market Dynamics - In 2024, global primary magnesium production is projected to be 112 million tons, with China contributing 39.68 million tons, making it the largest producer of magnesium alloys [4] - The industry is expected to see increased concentration and stability in magnesium ingot supply due to advancements in ore selection and purification methods [4] Group 4: Future Development Plans - The company aims to focus on the applications of magnesium and aluminum alloys in automotive lightweighting, electrification, and intelligence, promoting large and medium-sized components and exploring new product types [4]

Report Industry Investment Rating No relevant content provided. Core Viewpoints - In the context of the Fed's increasing expectation of interest rate cuts and the call between Chinese and US leaders, the market risk appetite has recovered. The stock market oscillated upwards last week, with the technology sector that had adjusted recently performing well, and the consumer sector also showing good performance after the six - ministry plan was issued. The bond market was weak, and the yield increased significantly. In the convertible bond market, half of the individual convertible bonds closed up, the CSI Convertible Bond Index dropped 0.27% for the whole week, and the arithmetic average parity increased 3.77%. The overall conversion premium rate decreased 4.65% compared with the previous week [1][7][8]. - Looking forward, with the Fed's expectation of interest rate cuts rising again and important meetings in December, along with the continuous advancement of the industrial process and the upward revision of corporate profit expectations, the market still has room to rise further. For convertible bonds, at the current valuation level, the bond - bottom protection of debt - biased convertible bonds is limited. In the short term, it is still recommended to focus on high - volatility underlying stock varieties in balanced convertible bonds or low - premium and non - callable equity - biased individual bonds. In terms of direction, pay attention to growth sectors such as AI applications, energy storage, semiconductor equipment and materials, as well as sectors such as photovoltaics and refining that are expected to benefit from policy support [2][18]. Summary by Directory Market Trends Stock Market - In the context of the Fed's increasing expectation of interest rate cuts and the call between Chinese and US leaders, the market risk appetite recovered last week, and the stock market oscillated upwards. The technology and consumer sectors performed well, while the dividend sector had a slight adjustment. The A - share market showed different trends on each trading day, with changes in trading volume and active sectors [7]. - Most Shenwan primary industries closed up last week. The communication, electronics, comprehensive, media, and light manufacturing sectors had the highest increases, while the petroleum and petrochemical, banking, coal, and transportation sectors performed poorly [8]. Bond Market - Last week, affected by the strong sentiment in the stock market and relevant rumors such as the new fund sales regulations, the central bank's bond - buying scale, and public fund redemptions, the bond market was weak, and the yield increased significantly. The 10 - year Treasury bond rate closed at 1.84% on Friday, up 2.46bp from the previous week [1][8]. Convertible Bond Market - Half of the individual convertible bonds closed up last week. The CSI Convertible Bond Index dropped 0.27% for the whole week, the price median dropped 0.02%, the arithmetic average parity increased 3.77%, and the overall conversion premium rate decreased 4.65% compared with the previous week. The arithmetic average conversion premium rates of convertible bonds with parities in the ranges of [90,100), [100,110), and [110,120) changed by - 2.04%, - 1.31%, and - 2.39% respectively, and were at the 85%, 96%, and 75% quantiles since 2023 [8]. - Most industries in the convertible bond market closed up last week. The steel, building materials, machinery, and electronics sectors performed well, while the social services, non - bank finance, petroleum and petrochemical, and coal sectors performed poorly [11][12]. - At the individual bond level, the convertible bonds of Dazhong (lithium mine), Chun 23 (consumer electronics), Tianyuan (landfill leachate treatment), Haohan (network intelligence), and Liyang (Ali chip concept) had the highest increases, while those of Bo 23 (non - ferrous metals), Wei 24 (solid waste treatment & call announced), Xinhua (lithium battery concept), Yanggu (rubber additives), and Huicheng (waste catalyst treatment) had the highest decreases [13]. - The total trading volume of the convertible bond market last week was 282.476 billion yuan, with an average daily trading volume of 56.495 billion yuan, a decrease from the previous week [16]. Valuation Overview - As of last Friday (2025/11/28), in equity - biased convertible bonds, the average conversion premium rates of convertible bonds with parities in the ranges of 80 - 90 yuan, 90 - 100 yuan, 100 - 110 yuan, 110 - 120 yuan, 120 - 130 yuan, and above 130 yuan were 47.76%, 33.06%, 27.88%, 17.8%, 13.9%, and 11.64% respectively, and were at the 98%/97%, 90%/87%, 94%/95%, 83%/74%, 86%/83%, and 94%/92% quantiles since 2010/2021 [19]. - In debt - biased convertible bonds, the average YTM of convertible bonds with parities below 70 yuan was - 4.01%, at the 1%/5% quantiles since 2010/2021. The average implied volatility of all convertible bonds was 42.86%, at the 86%/86% quantiles since 2010/2021. The difference between the implied volatility of convertible bonds and the long - term actual volatility of the underlying stocks was 1.51%, at the 82%/83% quantiles since 2010/2021 [19]. Primary Market Tracking - No convertible bonds were announced for issuance last week (2025/11/24 - 2025/11/28), and Zhuomei Convertible Bond was listed. The underlying stock is Xingyuan Zhuomei, which belongs to the automobile industry, with a market value of 5.317 billion yuan as of November 28. The company is a professional enterprise in designing and manufacturing large - and medium - sized aluminum and magnesium alloy die - casting molds. The scale of the convertible bond issued this time is 450 million yuan, with a credit rating of A +, and it was listed on November 24. After deducting the issuance expenses, the funds are to be fully invested in the project of an annual output of 3 million sets of high - strength large - sized magnesium alloy precision - formed parts for automobiles [26]. - As of the announcements on November 28, there are no convertible bonds announced for issuance or listing in the coming week (2025/12/1 - 2025/12/5). Last week, one company (Lianrui New Materials) was approved for registration, one company (Shangsheng Electronics) passed the listing committee review, one company (Aike Technology) was accepted by the exchange, one company (Songyuan Safety) passed the shareholders' meeting, and one company (Shenling Environment) had a board of directors' plan. As of now, there are 97 convertible bonds to be issued, with a total scale of 145.89 billion yuan, including 7 that have been approved for registration with a total scale of 4.72 billion yuan and 6 that have passed the listing committee review with a total scale of 7.46 billion yuan [27].