| 活动类别 | 特定对象调研 □分析师会议 | | --- | --- | | | □媒体采访 □业绩说明会 | | | □新闻发布会 □路演活动 | | | □现场参观 | | | □其他 _ | | 参与单位名称 | 个人投资者 何明 | | | 华创证券 姚德昌 | | | 永赢基金 郑奇波 | | | （以上排名不分先后） | | 时间 | 2026 年 3 月 4 日 | | 地点 | 公司会议室 | | 上市公司接待人员姓 | 董事长 傅青炫 | | 名 | 董事会秘书 金卫勤 | | | 董事长助理 仲汉尧 | | | 第一部分：公司介绍 | | | 上市公司董事长介绍了公司基本情况、核心业务、发展 | | | 战略等。公司主要产品为电磁屏蔽材料及部分绝缘材料、散 | | | 热材料，产品主要应用于 3C 消费电子行业及新能源汽车行业。 | | | 同时，公司正在积极推进铜箔材料的验证的进程，积极向铜 | | 主要内容介绍 | 箔材料布局。2025 年分别完成了常州威斯双联及苏州德佑新 | | | 材的两笔并购项目，进一步增强公司材料自研体系的核心竞 | | | 争力，实现优势互补与资源协同 ...

背靠商业航天高景气赛道，陕西华达科技股份有限公司（以下简称"陕西华达"，301517.SZ）在2026年 开年迎来经营与资本运作的双重考验。 日前，陕西华达发布公告，正式宣布终止通过发行股份方式购买陕西华经微电子股份有限公司（以下简 称"华经微电子"）100%股权并募集配套资金的事项。 这意味着，筹划半年之久的产业链整合计划最终 折戟。与此同时，陕西华达披露的2025年度业绩预告显示，公司预计2025年全年归属于上市公司股东的 净利润为亏损5900万元至7900万元，同比由盈转亏，扣非后净利润亏损6500万元至8500万元。 一边是核心业务盈利承压，一边是外延扩张遇阻，身处军工电子与商业航天双风口的陕西华达，为何陷 入业绩与资本运作的双重困局？重组终止后，公司既定的战略布局将如何推进？ 中经记者 王登海 西安报道 业绩变脸 作为国内最早从事电连接器研发生产的企业之一，陕西华达主营业务为电连接器及互连产品的研发、生 产和销售，核心产品涵盖射频同轴连接器、低频连接器、射频同轴电缆组件等，广泛应用于航空航天、 武器装备、通信等国家战略性领域，是当前商业航天、军工电子等高景气赛道的核心配套商。 2023年10月，陕西 ...

Strategic Advancement - The company plans to accelerate its overseas expansion in untapped regions, continuously expanding its overseas team and promoting localized product development to enhance penetration in markets such as the CIS, Middle East, South America, India, and Southeast Asia [2] Organizational Structure and Governance - A flat organizational transformation is set to be implemented by the second half of 2025, streamlining support department structures and reallocating resources towards R&D and sales units to further improve operational efficiency [3] Operational Status - In response to rising raw material prices, the company is optimizing procurement and evaluating hedging strategies to ensure stable business development [4] Industry Chain Status - The company adheres to an external growth strategy, having completed acquisitions in the motor sector and investments in the new energy field, while continuously seeking high-quality upstream and downstream targets, with a focus on strategic partnerships and merger opportunities [5]

Core Viewpoint - Yunnan Baiyao (000538) emphasizes its growth model through "internal" and "external" collaborative development to continuously optimize its industry portfolio [1] Group 1: Internal Development - The "internal" development focuses on enhancing efficiency and stabilizing the basic operations, concentrating on the pharmaceutical, health, and distribution sectors [1] - The approach aims for overall maximization of benefits by systematically improving the entire industry chain, value chain, and production factors [1] - The company is committed to promoting high-quality development of its main business through these internal strategies [1] Group 2: External Development - The "external" development emphasizes foresight and strategic alignment, actively exploring strategic mergers and acquisitions, as well as partnerships [1] - This strategy aims to complement and strengthen existing industry segments, enabling rapid breakthroughs in current growth bottlenecks [1] - The goal is to build a healthy and sustainable industry portfolio system, achieving high-quality sustainable development [1]

Group 1 - The core viewpoint of the article is that Keri Technology (002957) is actively pursuing external development opportunities to enhance its growth potential through synergistic acquisitions [1] Group 2 - The company is continuously screening and evaluating high-quality targets that have synergistic effects with its existing main business [1] - The strategy involves resource complementarity and collaborative empowerment to further expand growth space [1] - Future developments will be communicated through the company's official announcements and public accounts [1]

Core Viewpoint - Shen Gong Semiconductor Co., Ltd. plans to establish a strategic partnership with several investment firms to set up a venture capital fund with a total scale of no less than 200 million yuan, with the company contributing 60 million yuan as a limited partner [1][2]. Group 1: Investment Fund Details - The venture capital fund will focus on key equipment, components, and materials needed for wafer manufacturing, as well as sectors like new energy vehicles, high-end equipment, emerging technologies, green development, and aerospace [2]. - The fund's duration is set for 8 years, with an initial investment period of 5 years, allowing for up to 2 extensions of 1 year each, and a subsequent exit period of 3 years with similar extension options [1]. Group 2: Strategic Alignment and Goals - The investment direction of the fund aligns closely with Shen Gong's industry and strategic planning, facilitating the exploration of high-quality projects that synergize with the company's business [2]. - The company aims to enhance its competitive edge by optimizing its industrial layout around its core business of semiconductor materials, while ensuring that the investment does not affect its normal production and operations [3].

Core Viewpoint - Unisoc is actively pursuing external growth opportunities by identifying and evaluating high-quality targets that have synergistic effects with its existing main business, aiming to enhance growth potential through resource complementarity and collaborative empowerment [2] Group 1 - The company is focused on external development and is continuously screening and assessing potential acquisition targets [2] - The goal is to inject new momentum into the company's development by expanding its growth space [2]

Core Viewpoint - Jia Rong Technology is planning a significant asset restructuring by acquiring a controlling stake in Hangzhou Lanran Technology Co., Ltd. through a share issuance and raising matching funds, which is expected to constitute a major asset restructuring [2][7]. Group 1: Acquisition Details - On November 16, Jia Rong Technology signed a share purchase intention agreement with major shareholders of Hangzhou Lanran, indicating the intent to acquire all shares held by these shareholders [7]. - The transaction is still in the planning stage, with no formal agreement signed yet, and it requires necessary internal decision-making processes and regulatory approvals before implementation [7]. - The transaction is expected to result in the main trading counterpart holding over 5% of the listed company, which will constitute a related party transaction [7]. Group 2: Background of Hangzhou Lanran - Hangzhou Lanran, established in September 2009, is a national high-tech enterprise focusing on ion exchange membranes and electrodialysis technology, primarily engaged in gas and liquid separation and purification equipment manufacturing [9]. - The company has faced challenges, including a failed IPO attempt in 2022 due to significant issues identified by the Shenzhen Stock Exchange, such as serious revenue recognition problems and intentional concealment of materials [10]. Group 3: Strategic Implications for Jia Rong Technology - The acquisition of Hangzhou Lanran aligns with Jia Rong Technology's strategy of external growth, following its previous acquisition of Israeli company AMS in 2022 [12][13]. - This merger is expected to enhance Jia Rong Technology's product line by integrating Hangzhou Lanran's technological expertise in ion exchange membranes and electrodialysis [13]. Group 4: Financial Performance - Jia Rong Technology reported a revenue of 362 million CNY for the first three quarters of 2025, a year-on-year decrease of 7.53%, while net profit attributable to shareholders was 59.3 million CNY, an increase of 12.95% [14]. - The company's gross profit margin was 41.18%, and net profit margin was 16.7%, both showing improvement compared to the previous year [14]. - As of September 30, the accounts receivable reached 628 million CNY, which is over ten times the net profit, indicating potential cash flow challenges [15].

Core Viewpoint - Jia Rong Technology is planning a significant asset restructuring by acquiring a controlling stake in Hangzhou Lanran Technology Co., Ltd. through a share issuance and raising matching funds, which is expected to constitute a major asset restructuring. The transaction is still in the planning stage and is subject to uncertainties [1][4]. Summary by Sections Acquisition Details - On November 16, Jia Rong Technology signed a share purchase intention agreement with major shareholders of Hangzhou Lanran, agreeing to acquire all shares held by them through share issuance [4]. - The transaction is expected to involve issuing shares and raising matching funds, which will likely constitute a major asset restructuring. Post-transaction, the main counterparties are expected to hold over 5% of the listed company, indicating a related party transaction [4]. Company Background - Hangzhou Lanran, established in September 2009, is a national high-tech enterprise focusing on ion exchange membranes and electrodialysis technology, primarily engaged in gas and liquid separation and purification equipment manufacturing [5]. - The company has developed a membrane-integrated separation technology centered on electrodialysis, targeting industries such as power, metallurgy, petrochemicals, and wastewater resource utilization [5]. IPO History - Hangzhou Lanran previously attempted an IPO on the ChiNext board in June 2022 but withdrew its application in December 2022 due to significant issues identified during the review process, including serious revenue recognition problems [6][7]. - The company was flagged by the Shenzhen Stock Exchange as a typical regulatory case due to its failure to provide complete project materials and intentional concealment of information [7]. Strategic Development - The proposed acquisition of Hangzhou Lanran aligns with Jia Rong Technology's strategy of external growth, following its previous acquisition of Israeli company AMS in 2022, which specializes in producing membranes resistant to strong acids and bases [9][10]. - This acquisition is expected to enhance Jia Rong Technology's product line by integrating Hangzhou Lanran's technological expertise in ion exchange membranes and electrodialysis [11]. Financial Performance - Jia Rong Technology's recent financial report indicates improved profitability but pressure on cash flow, with a revenue of 362 million CNY for the first three quarters of 2023, a year-on-year decrease of 7.53%, while net profit increased by 12.95% to 59.3 million CNY [12][13]. - The company reported a gross margin of 41.18% and a net margin of 16.7%, both showing improvement compared to the previous year, although accounts receivable reached 628 million CNY, over ten times its net profit, indicating potential cash flow risks [13].

Core Viewpoint - Unisoc plans to focus on organic growth while also exploring external development opportunities through resource complementarity and collaborative empowerment to inject new momentum into its development [1] Group 1 - The company aims to enhance the quality and efficiency of its core business [1] - Unisoc is cautiously advancing its mergers and acquisitions efforts to achieve its established goals [1]