股东苏州胡杨林天荣投资中心（有限合伙）、股东宁波梅山保税港区珠峰投 资管理中心（有限合伙）保证向本公司提供的信息内容真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 本公司及董事会全体成员保证公告内容与信息披露义务人提供的信息一致。 证券代码：301505 证券简称：苏州规划 公告编号：2025-093 苏州规划设计研究院股份有限公司 关于公司股东股份减持计划期限届满暨实施情况的公告 苏州规划设计研究院股份有限公司（以下简称"公司"或"苏州规划"）于2025 年7月29日在巨潮资讯网（www.cninfo.com.cn）披露了《关于公司股东股份减持 计划预披露公告》，公司股东苏州胡杨林天荣投资中心（有限合伙）（以下简称 "胡杨林天荣"）计划在减持公告披露之日起15个交易日后的三个月内以集中竞 价交易或大宗交易方式减持本公司股份累计不超过2,832,800股（占公司剔除回购 专用账户中股份数量后的总股本比例为2.50%）。若计划减持期间公司有送股、 资本公积金转增股本等股份变动事项，上述股份数量做相应调整。公司股东宁波 梅山保税港区珠峰投资管理中心（有限合伙）（以下简称"珠峰投资"）计划在 减持公告披露 ...

Core Viewpoint - The company Suzhou Planning is seeking to acquire 100% of Dongjin Hangke for 250 million yuan as part of its strategy to enter the low-altitude economy sector, despite facing declining performance in its core business [1][3][5]. Group 1: Acquisition Details - Suzhou Planning plans to purchase Dongjin Hangke from 21 parties, including Zhang Ning and Yumi Technology, and will issue shares to raise supporting funds from up to 35 specific investors [1][3]. - The assessed value of Dongjin Hangke is 254 million yuan, with an appraisal increment of 174 million yuan, resulting in a 217.05% increase [3][4]. - Dongjin Hangke specializes in air traffic management products and services, focusing on both military and civilian sectors [3][4]. Group 2: Financial Performance - Suzhou Planning's total revenue for the first three quarters of 2025 decreased by 9.99% year-on-year, while net profit attributable to shareholders dropped by 47.66% [1][7]. - The company reported revenues of 391 million yuan and 308 million yuan for 2023 and 2024, respectively, reflecting declines of 3.35% and 21.24% [6][7]. - Dongjin Hangke has experienced continuous losses, with net profits being negative for six consecutive years from 2018 to 2023 [4][6]. Group 3: Strategic Intent - The acquisition is framed as a move to explore "ground and air integration," aiming to create a competitive solution that addresses the disconnect between ground and airspace planning [4][5]. - The company emphasizes that the acquisition is not solely a response to declining performance but a proactive step towards innovation and new business opportunities in the low-altitude economy [7][8]. - The low-altitude economy is characterized as a strategic emerging industry with high technological content and diverse application scenarios, which aligns with the company's long-term strategic goals [7].

Core Insights - The engineering consulting services sector saw a slight increase of 0.12% on November 13, with Hualan Group leading the gains [1] - The Shanghai Composite Index closed at 4029.5, up 0.73%, while the Shenzhen Component Index closed at 13476.52, up 1.78% [1] Stock Performance - Hualan Group (301027) closed at 19.85, with a rise of 8.59% and a trading volume of 228,700 shares, amounting to a transaction value of 444 million yuan [1] - Other notable performers included: - Zhaobiao Co. (301136) at 14.22, up 3.80% [1] - Huayang International (002949) at 14.93, up 1.91% [1] - Youan Design (300983) at 24.95, up 1.51% [1] Capital Flow - The engineering consulting services sector experienced a net outflow of 209 million yuan from institutional investors, while retail investors saw a net inflow of 168 million yuan [2] - The sector's overall capital flow indicates a mixed sentiment, with institutional investors withdrawing funds while retail investors increased their positions [2][3] Individual Stock Capital Flow - Notable net inflows from retail investors included: - Shanshui Bide (300844) with a retail net inflow of 1.17 million yuan [3] - Tongji Technology (600846) with a retail net inflow of 731,830 yuan [3] - Conversely, significant net outflows from institutional investors were observed in: - Huatu Shanding (300492) with a net outflow of 1.43 million yuan [3] - Jianyan Design (301167) with a net outflow of 459,910 yuan [3]

【苏州规划2.5亿元"押注"低空经济赛道 标的公司东进航科连续多年亏损】在低空经济热潮下，苏州规 划设计研究院股份有限公司（以下简称"苏州规划"，301505.SZ）正谋求跨界入局。 日前，苏州规划发布《发行股份及支付现金购买资产并募集配套资金报告书（草案）》（以下简称《草 案》），拟通过发行股份及支付现金的方式向张宁、域米科技等21名交易对方购买其持有的东进航科 100%股份，并向不超过35名特定投资者发行股份募集配套资金，交易价格2.5亿元。 苏州规划则是规划设计行业上市公司，但近年来业绩也处于下滑状态。财报数据显示，2025年前三季 度，苏州规划实现营业总收入1.7亿元，同比下降9.99%；归母净利润870.44万元，同比下降47.66%。中 经记者 方超 石英婧 上海报道 《中国经营报》记者注意到，东进航科是一家低空经济企业，主营业务为面向空中交通管理领域包含低 空空域规划、运行管理平台建设、系统运营服务在内的基础设施建设与运营，以及空管设备、软件、系 统的研发、生产、销售。 公开资料显示，东进航科曾在新三板挂牌上市，但业绩表现并不乐观。Wind数据显示，2018—2023 年，东进航科归母净利润连续 ...

Core Viewpoint - Suzhou Planning (301505.SZ) is expanding into the low-altitude economy by acquiring 100% of Beijing Dongjin Aviation Technology Co., Ltd. for 250 million yuan, marking a strategic shift towards new productive forces [1][3][4]. Group 1: Acquisition Details - The acquisition price for Dongjin Aviation is set at 250 million yuan, with a total valuation of 254 million yuan, resulting in a premium rate of 217.05% [2][3]. - The payment structure includes 195 million yuan in shares and approximately 54.61 million yuan in cash, with additional fundraising of up to 50 million yuan planned to cover transaction costs [2][3]. - Post-acquisition, Dongjin Aviation will become a wholly-owned subsidiary of Suzhou Planning, enhancing its business portfolio in the low-altitude economic sector [1][2]. Group 2: Financial Performance and Projections - Dongjin Aviation has not yet achieved profitability, with projected losses of 10.92 million yuan, 25.61 million yuan, and 3.46 million yuan for the years 2023 to mid-2025 [4][5]. - The company has committed to achieving audited net profits of no less than 7.5 million yuan over three years, with specific targets of 1.5 million yuan, 2.5 million yuan, and 3.5 million yuan for 2026, 2027, and 2028 respectively [5][6]. - Suzhou Planning has faced declining revenues and profits since its IPO, with a revenue drop of 3.3% and 21.24% in 2023 and 2024, respectively, and a significant decline in net profit [5][6]. Group 3: Strategic Implications - The acquisition is viewed as a critical move for Suzhou Planning to optimize its industrial layout and transition towards new productive forces, particularly in air traffic management [3][7]. - The integration of Dongjin Aviation is expected to create synergies in planning capabilities and data accumulation, as both companies share similar client bases in government and state-owned enterprises [2][3]. - Despite the anticipated short-term financial impact due to high R&D costs and share payment expenses, the long-term outlook for Dongjin Aviation is positive, with expectations of future profitability driven by growth in the low-altitude economy [7].

（文章来源：证券日报） 证券日报网讯苏州规划11月10日在互动平台回答投资者提问时表示，公司筹划发行股份及支付现金购买 资产并募集配套资金事项的相关工作正在有序进行中，公司将根据本次交易事项的进展情况，严格按照 相关法律法规、规范性文件的要求及时履行信息披露义务。敬请关注公司后续公告并注意投资风险。 ...

Group 1 - US stock market saw a significant rebound from intraday lows on Friday, with the S&P 500 rising by 0.13% and the Dow Jones increasing by 0.16%, while the Nasdaq Composite fell by 0.22%, marking its worst weekly performance since April [1] - Microsoft experienced its longest losing streak since 2011, with eight consecutive declines, while Tesla dropped over 3.6% following the approval of Elon Musk's $1 trillion compensation plan at the shareholder meeting [2] - Gold fluctuated around $4,000, ending a two-week decline, while crude oil prices briefly rose above $60 but ultimately fell by over 1.7% for the week [3] Group 2 - Bitcoin briefly dipped below $100,000 but later surged over 4.6%, while Ethereum rose by over 4.3%, reclaiming the $3,400 mark [4] - The US government shutdown situation appears to be improving, with Democrats softening their stance, although Republicans have rejected the proposal but acknowledged progress [4] - The EU AI legislation may face pressure to lower its thresholds due to collective pressure from tech giants [5] Group 3 - Google launched its next-generation AI image model, Nano Banana 2, capable of quickly generating 4K images and solving calculus problems [6] - The Chinese government issued a document to accelerate the cultivation of scenarios and promote large-scale applications in the AI field, focusing on key technology breakthroughs and standard construction [7] - A white paper on carbon peak and carbon neutrality in China indicated that the proportion of non-fossil energy consumption is expected to increase from 16.0% in 2020 to 19.8% in 2024 [8] Group 4 - The People's Bank of China increased its gold reserves by 30,000 ounces in October, marking the 12th consecutive month of increases [10] - China's October CPI rose by 0.2% year-on-year, with the core CPI reaching its highest level since March 2024, while the PPI saw its first year-on-year increase of the year [11] Group 5 - Various brokerage strategies are focusing on year-end style rebalancing, with analysts suggesting that sectors like new energy, pharmaceuticals, and food and beverage may show weaker performance as they face profit-taking pressures [12] - Analysts recommend focusing on sectors with independent logic and improving ROE, such as chemicals, non-ferrous metals, and electric new energy, which are at historical low points in profitability and industry prosperity [13] Group 6 - NAND flash memory prices are set to increase significantly, with SanDisk raising contract prices by up to 50%, leading to some manufacturers pausing shipments to reassess pricing [14] - The flu activity in China has risen sharply, with most provinces entering the flu epidemic period, prompting increased production of antiviral medications [16] - The Ministry of Agriculture and Rural Affairs released guidelines for building a smart agriculture standard system, aiming for a comprehensive standard system by 2030 [17] - The smart agriculture market in China is projected to exceed 100 billion yuan in 2024, growing by 11.7% year-on-year, driven by policy support and increased fiscal investment [18] Group 7 - Several companies announced significant transactions, including Suzhou planning to acquire 100% of Dongjin Hangke for 250 million yuan, and Guocheng Mining proposing to pay 3.168 billion yuan for a 60% stake in Guocheng Industrial [19] - Huadian Energy plans to invest 12.043 billion yuan in a wind power project, while Huadian Science and Technology signed a contract for a major offshore wind power project [20] - Fangzheng Technology is investing 1.364 billion yuan to expand its AI production base in Chongqing, addressing capacity bottlenecks in high-end products [21]

Group 1 - Great Wall Technology has terminated the planning of control change matters and will resume trading on November 10, 2025 [2] - The actual controllers of Great Wall Technology were in discussions for a share transfer that could lead to a change in control, but they decided to terminate the planning due to a lack of consensus on core issues [2] Group 2 - Eight One Steel and other companies or shareholders are under investigation by the China Securities Regulatory Commission (CSRC) for suspected violations of information disclosure laws [3] - Eight One Steel received a notice from the CSRC regarding the investigation, stating that their production and operations remain normal and will not be significantly affected [3] Group 3 - ST Chang Pharmaceutical has been investigated by the CSRC for suspected false reporting of financial data, which could lead to mandatory delisting if found guilty of major violations [4] - Intercontinental Oil and Gas is also under investigation, but the investigation pertains to a shareholder and does not affect the company's operations [4] Group 4 - Tianyi New Materials has agreed to undergo pre-restructuring due to creditor applications, which is expected to improve the chances of successful restructuring [6] - The pre-restructuring process will facilitate early communication with creditors and potential investors [6] Group 5 - Suzhou Planning intends to acquire 100% of Dongjin Aviation Technology through a combination of share issuance and cash payment, with a transaction price of 250 million yuan [7] - This acquisition aims to create a competitive integrated solution in air traffic management, addressing industry pain points and aligning with the development of the low-altitude economy [7] Group 6 - Del Shares plans to acquire 100% of Aizhuo Intelligent Technology through share issuance and will raise matching funds from specific investors [8] - The transaction has been reviewed and approved by the Shenzhen Stock Exchange's merger and reorganization review committee [8] Group 7 - Degute has decided to terminate its major asset restructuring transaction due to difficulties in forming a satisfactory plan within the effective time window [9] - The termination requires further negotiations and internal approval processes from the involved parties [9] Group 8 - Aerospace Hanyu's subsidiary has won a bid for a project worth approximately 246.3 million yuan, which is expected to positively impact the company's performance [11] - Huachang Communications has elected a new chairman, which may influence the company's strategic direction [11] Group 9 - Maolai Optical has received approval from the CSRC to issue convertible bonds to unspecified investors [12] - Tianchen Medical has adjusted its share repurchase plan, increasing the maximum repurchase price and total amount [12] Group 10 - Jiangsu Youxian's controlling shareholder plans to increase its stake in the company by investing between 100 million and 150 million yuan [21] - Jian Ke Institute plans to reduce its holdings by up to 1,466,600 shares [21]

每经头条（nbdtoutiao）——卢浮宫被盗文物竟无保险，国内48亿元艺术品保险市场也不乐观：险企称 定价太难，蛋糕看到吃不到 （记者 王晓波） 每经AI快讯，苏州规划（SZ 301505，收盘价：23.85元）11月7日晚间发布公告称，公司第五届第八次 董事会会议于2025年11月6日在公司会议室以现场方式召开。会议审议了《关于提请股东大会授权董事 会办理本次发行股份及支付现金购买资产并募集配套资金相关事宜的议案》等文件。 2024年1至12月份，苏州规划的营业收入构成为：专业技术服务占比99.64%，其他业务占比0.36%。 截至发稿，苏州规划市值为27亿元。 ...

公证天业会计师事务所 1、前次募集资金使用情况鉴证报告…………………………1 2、前次募集资金使用情况专项报告…………………………3 3、事务所营业执照复印件 4、事务所执业证书复印件 5、签字注册会计师资质证明复印件 苏州规划设计研究院股份有限公司 前次募集资金使用情况鉴证报告 苏公 W[2025]E1435 号 公证天业会计师事务所（特殊普通合伙） Gongzheng Tianye Certified Public Accountants,SGP 公证天业会计师事务所 目 录 公证天业会计师事务所（特殊普通合伙） Gongzheng Tianye Certified Public Accountants,SGP 中国．江苏．无锡 Wuxi．Jiangsu．China 总机：86（510）68798988 Tel：86（510）68798988 传真：86（510）68567788 Fax：86（510）68567788 电子信箱：mail@gztycpa.cn E-mail：mail@gztycpa.cn 苏州规划设计研究院股份有限公司 前次募集资金使用情况鉴证报告 苏公W[2025]E1435号 苏州规 ...