广东崇立律师事务所 关于 稳健医疗用品股份有限公司 2024 年限制性股票激励计划 预留授予相关事项的 法律意见书 $$\Xi{\bf O}{\bf\equiv}\Xi{\bf\not\equiv}+-\bar{\jmath}{\bf\not\equiv}$$ 法律意见书 释义 本法律意见书中，除非文义另有所指，下列词语或简称具有如下含义： | 稳健医疗、公司 | 指 | 稳健医疗用品股份有限公司 | | --- | --- | --- | | 本激励计划 | 指 | 稳健医疗用品股份有限公司 年限制性股 2024 票激励计划 | | 限制性股票、第二类限制性 | 指 | 符合本激励计划授予条件的激励对象在满足相 应归属条件后，按约定比例分次获得并登记的 | | 股票 | | 本公司 A 股普通股股票 | | 激励对象 | 指 | 参与本激励计划的人员 | | 本次授予 | 指 | 公司根据本激励计划的规定向激励对象授予预 留限制性股票 | | 授予日 | 指 | 公司向激励对象授予第二类限制性股票的日 期，授予日为交易日 | | 授予价格 | 指 | 公司向激励对象授予每股第二类限制性股票的 价格 | | ...

证券代码：300888 证券简称：稳健医疗 公告编号：2025-037 稳健医疗用品股份有限公司 关于投资建设全棉水刺无纺布系列产品 生产基地项目的公告 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。 一、对外投资概述 稳健医疗用品股份有限公司（以下简称"公司"）旗下核心品牌"Purcotton 全棉时代"，自创立以来始终坚持甄选全球优质棉花作为核心原料，以医疗级品 质构筑差异化品牌优势，持续满足消费者对健康、环保生活方式的需求。为进一 步推动"Purcotton 全棉时代"战略落地，完善全棉品类产品的供应链布局与安 全保障体系，实现产业链成本可控、供应链可控、技术可控的核心竞争力，根据 公司"产品领先、卓越运营、全球视野"的发展战略及中长期发展规划，公司全 资子公司深圳全棉时代科技有限公司拟投资建设全棉水刺无纺布系列产品生产 基地项目。本项目将重点聚焦全棉水刺无纺布的规模化、高品质生产，通过引进 国际先进生产线以及搭建智能化生产管理系统，切实保障供应链的稳定性与安全 性，进一步丰富全棉产品矩阵，增强品牌在全棉消费品领域的产品竞争力。 公司于 2025 年 1 ...

Market Overview - In October, the A-share textile and apparel sector outperformed the broader market, with textile manufacturing performing better than branded apparel. Since November, the sector has continued to show strong performance, with branded apparel increasing by 3.4% and textile manufacturing by 2.9% [1][12] - The Hong Kong textile and apparel index fell by 4.9% in October but has since turned positive in November [1][19] Brand Apparel Insights - Retail sales of clothing in September grew by 4.7% year-on-year, with a month-on-month increase of 1.6 percentage points [1][21] - E-commerce showed strong performance in October, with all categories experiencing month-on-month growth. Outdoor apparel led year-on-year growth, with sportswear, outdoor wear, leisure wear, home textiles, and personal care products growing by 0%, 19%, 0%, 1%, and 2% respectively [1][21] - Leading brands in sportswear included Lululemon (88%), Asics (47%), and Descente (35%). In outdoor brands, Kailas (55%), Berghaus (41%), and Camel (39%) showed strong growth. In leisure wear, brands like Dazzle (93%), Li Ning (85%), and Snow Flying (49%) experienced rapid growth [1][21] Textile Manufacturing Insights - On a macro level, the textile export growth in October was impacted by high base effects from the previous year, with Vietnam's textile exports declining by 1.0% year-on-year and China's textile exports down by 9.1% [1][21] - Cotton prices showed slight increases and decreases in October, with domestic cotton prices up by 0.7% and imported cotton prices down by 0.9%. Wool prices decreased significantly, down 20.9% month-on-month and 6.8% year-on-year [1][21] - On a micro level, Taiwanese companies showed varied revenue performance in October, with optimistic future outlooks. Companies like Ju Hong and Wei Hong reported strong order visibility and expected revenue recovery in the upcoming quarters [1][21] Investment Recommendations - Focus on textile manufacturing rebound and consumer innovation opportunities. The fourth quarter is expected to see order recovery, with diminishing tariff impacts and stabilizing order placements [3][6] - Key companies to watch include Shenzhou International, which benefits from tariff reductions and Nike's recovery, and Huayi Group, which is seeing continuous improvement in profitability [6][7]

Market Overview - The personal care products sector increased by 0.79% on November 12, with Yanjiang Co., Ltd. leading the gains [1] - The Shanghai Composite Index closed at 4000.14, down 0.07%, while the Shenzhen Component Index closed at 13240.62, down 0.36% [1] Stock Performance - Yanjiang Co., Ltd. (300658) closed at 9.97, up 12.15% with a trading volume of 328,200 shares and a turnover of 319 million yuan [1] - Reliable Co., Ltd. (301009) closed at 14.82, up 6.39% with a trading volume of 206,500 shares and a turnover of 302 million yuan [1] - Two-sided Needle (600249) closed at 7.00, up 3.09% with a trading volume of 456,100 shares and a turnover of 320 million yuan [1] - Other notable performances include Yiyi Co., Ltd. (001206) up 2.72% and Zhongshun Jiesang (002511) up 0.96% [1] Capital Flow - The personal care products sector saw a net inflow of 115 million yuan from institutional investors, while retail investors experienced a net outflow of 110 million yuan [2] - The sector's main stocks showed varied capital flows, with Reliable Co., Ltd. receiving a net inflow of 50.84 million yuan from institutional investors [3] - Yanjiang Co., Ltd. had a net inflow of 22.24 million yuan, while Yiyi Co., Ltd. saw a net inflow of 17.75 million yuan [3]

Core Viewpoint - The stock price of Zhend Medical surged by 306.26% within two months, raising its market value by over 20 billion yuan, despite a significant decline in net profit and financial concerns, leading to questions about whether this surge is a genuine value reassessment or mere speculation [1][4][10]. Group 1: Stock Performance - From early September to November 10, Zhend Medical's stock price increased from 23.98 yuan to 90.27 yuan per share, marking a year-to-date increase of 323.72% [1]. - The company achieved a 306.26% increase in stock price over 60 days, ranking first in the Shenwan Pharmaceutical and Biological sector [1]. Group 2: Financial Performance - In the first three quarters of 2025, Zhend Medical's net profit decreased by 33.91%, with cash on hand insufficient to cover short-term loans [1][8]. - The company's revenue for the first three quarters of 2025 only slightly increased by 1.88% to 3.184 billion yuan, while the net profit margin fell to 6.61% [8]. Group 3: Shareholder Dynamics - A key trigger for the stock surge was a 5% equity transfer to Sun Jimu at a price of 26.74 yuan per share, totaling 356 million yuan, with a commitment not to sell for 12 months [4][10]. - Following the transfer, Sun Jimu's stake rose to 5%, while the original shareholders, Zhejiang Zhend and Xuchang Garden, reduced their holdings [5]. Group 4: Market Reactions and Expert Opinions - Market analysts suggest that the stock price surge reflects a shift in valuation methods due to the involvement of industrial capital, with expectations of potential resource integration or strategic restructuring [10]. - Experts caution that reliance on short-term events for stock price movements may not sustain long-term business breakthroughs, emphasizing the need for technological innovation and product differentiation in the medical industry [10].

Core Viewpoint - The company,稳健医疗, is currently experiencing stable production and operational conditions, with a focus on expanding its capacity based on order demand and exploring opportunities in the healthcare sector. Group 1: Company Performance - As of November 11, 2025, the stock price of 稳健医疗 closed at 42.95 yuan, down 0.81%, with a turnover rate of 1.01%, a trading volume of 59,000 shares, and a transaction amount of 253 million yuan [1]. - On November 11, the net outflow of main funds was 957.08 million yuan, while retail investors saw a net inflow of 1,168.17 million yuan [3]. Group 2: Strategic Direction - The company has a global production capacity spread across China, the United States, Vietnam, and the Dominican Republic, and is currently managing its production based on order levels [2]. - The company is exploring potential breakthroughs in the ophthalmology, dentistry, and orthopedics sectors, with some medical consumables already entering these fields [2]. - The company is committed to a "medical + consumer" dual-driven strategy, continuously tracking opportunities for technological upgrades and industry consolidation to enhance core competitiveness [2].

Core Viewpoint - Zhendermedical has experienced a significant stock price surge, with a nearly 300% increase in the past two months, surpassing its previous peak during the pandemic, despite a generally declining medical device industry [3][4][7]. Company Overview - Zhendermedical, established in 1994, specializes in medical devices, particularly in modern wound care and surgical infection control products, and has been a leading exporter of medical dressings in China [7][8]. - The company was notably recognized as the "mask king" during the pandemic due to its high production and sales of masks [7]. Recent Stock Performance - From September 8 to now, Zhendermedical's stock has shown a remarkable performance, with 36 out of 41 trading days resulting in gains, leading to a price increase of over 250% [7][4]. - The stock price has recently surpassed 100 yuan, exceeding its peak from 2020 [4]. Financial Performance - For the first three quarters of 2025, Zhendermedical reported revenue of 3.184 billion yuan, a year-on-year increase of 1.88%, while net profit fell by 33.91% to 203 million yuan [8]. - The company experienced a revenue surge of over 400% in 2020, but has faced significant volatility in its financial performance since then [8][10]. Shareholder Activity - A significant factor in the recent stock surge was the announcement of a 5% share transfer to investor Sun Jimu, which was completed at a price of 26.74 yuan per share, totaling 356 million yuan [10][12]. - Sun Jimu, a prominent figure in the steel industry, has a substantial business background, which may influence market perceptions of Zhendermedical [13]. Market Position and Growth Potential - The global wound dressing market is projected to grow steadily, with an expected market size of 18.9 billion USD by 2030, presenting opportunities for Zhendermedical [16]. - The company is shifting towards high-value medical fields and expanding into home healthcare markets, which are anticipated to grow at a compound annual growth rate of 15% by 2025 [19]. International Expansion - Zhendermedical's overseas revenue reached 1.292 billion yuan in the first three quarters of 2025, marking a year-on-year increase of 13.34% [21]. - The company aims to increase its international revenue share to 70% by 2027, enhancing its ability to mitigate regional market risks [21]. Valuation Concerns - Currently, Zhendermedical's valuation stands at 85 times earnings, significantly higher than the industry average of 28 times [24]. - Comparatively, other companies in the sector, such as Yingke Medical and Stable Medical, have lower valuations despite better financial performance [25].

Core Viewpoint - Zhendemedical has experienced a significant surge in stock price, rising nearly 300% in the past two months, surpassing its previous peak during the pandemic, despite the overall decline in the medical device industry [3][4][7]. Company Overview - Zhendemedical, established in 1994, specializes in medical devices, particularly in modern wound care, surgical infection control, and ostomy care products [8][9]. - The company was recognized as a leader in mask production during the pandemic, but its main business remains in medical dressings, where it ranks among the top three exporters in China [9]. Recent Performance - In the first three quarters of 2025, Zhendemedical reported revenue of 3.184 billion yuan, a year-on-year increase of 1.88%, while net profit fell by 33.91% to 203 million yuan [9]. - The stock price has fluctuated significantly since the pandemic, with an over 80% decline from its peak, and the company has been operating at low levels for an extended period [11]. Stock Price Surge - The recent stock price increase is attributed to a share transfer involving 5% of the company’s shares to investor Sun Jimu, which led to a direct stock price surge upon announcement [13][16]. - Sun Jimu, a prominent figure in the steel industry, has seen a paper profit of nearly 1 billion yuan from this investment [17]. Market Dynamics - The medical device industry is currently experiencing a downturn, with the medical device index down nearly 4% since September, while Zhendemedical has shown resilience with a 250% increase in stock price over the same period [7]. - The global wound dressing market is projected to grow to $18.9 billion by 2030, with a compound annual growth rate of 4.1%, presenting opportunities for Zhendemedical [21]. Competitive Landscape - The high-end dressing market is dominated by international giants like 3M and Smith & Nephew, while domestic companies, including Zhendemedical, are positioned for growth due to increasing domestic demand and technological advancements [23]. - Zhendemedical is shifting towards high-value medical fields and expanding into home healthcare products, which could become a new growth driver [24]. International Expansion - In the first three quarters of 2025, Zhendemedical's overseas revenue reached 1.292 billion yuan, a year-on-year increase of 13.34%, with plans to increase international revenue share to 70% by 2027 [26]. - The company is also facing challenges from currency fluctuations and geopolitical tensions, which could impact profitability [28]. Valuation Concerns - Zhendemedical's current valuation stands at 85 times earnings, significantly higher than the industry average of 28 times, raising concerns about potential overvaluation [31]. - Comparatively, other companies in the sector, such as Yingke Medical and Stable Medical, have lower valuations despite better performance metrics [32].

Core Viewpoint - The company,稳健医疗, is currently maintaining stable production operations and is strategically managing its capacity based on order demand [2]. Group 1: Company Operations - The company has a global production capacity spread across China, the United States, Vietnam, and the Dominican Republic [2]. - The current production and operational situation of the company is stable, indicating a healthy business environment [2]. - The company plans to supplement its production capacity in a measured manner according to the order situation [2].

Market Overview - The personal care products sector experienced a decline of 0.31% on November 11, with Baiya Co., Ltd. leading the drop [1] - The Shanghai Composite Index closed at 4002.76, down 0.39%, while the Shenzhen Component Index closed at 13289.0, down 1.03% [1] Stock Performance - Notable gainers in the personal care sector included: - Zhongshun Jiesang (002511) with a closing price of 8.36, up 2.20% [1] - Yiyi Co., Ltd. (001206) at 32.00, up 1.68% [1] - Liangmian Needle (600249) at 6.79, up 1.34% [1] - Conversely, Baiya Co., Ltd. (003006) saw a significant decline of 3.04%, closing at 22.30 [2] - Other notable decliners included: - Yanjing Co., Ltd. (300658) down 2.74% [2] - Jiya Co., Ltd. (301108) down 1.45% [2] Capital Flow Analysis - The personal care products sector saw a net outflow of 39.54 million yuan from institutional investors, while retail investors contributed a net inflow of 94.74 million yuan [2][3] - The detailed capital flow for selected stocks showed: - Yiyi Co., Ltd. had a net inflow of 5.18 million yuan from institutional investors [3] - Zhongshun Jiesang experienced a net outflow of 19.48 million yuan from retail investors [3] - Reliable Co., Ltd. (301009) had a significant net outflow of 9.51 million yuan from institutional investors [3]