光大证券股份有限公司 关于苏州纳芯微电子股份有限公司 保荐机构名称：光大证券股份有限公司 上市公司：苏州纳芯微电子股份有限公司 联系方式：021-52523200 保荐代表人姓名：江嵘 联系地址：上海市静安区新闸路 1508 号 联系方式：021-52523200 保荐代表人姓名：陆佳杭 联系地址：上海市静安区新闸路 1508 号 序号 项目 持续督导工作情况 保荐机构已建立健全并有效执行 建立健全并有效执行持续督导工作制度，并针 对具体的持续督导工作制定相应的工作计划。 工作计划。 根据中国证监会相关规定，在持续督导工作开 保荐机构已与公司签署了保荐协 始前，与上市公司或相关当事人签署持续督导 议，协议明确了双方在持续督导期 协议，明确双方在持续督导期间的权利义务， 间的权利和义务，并已报上海证券 并报上海证券交易所备案。 交易所备案。 重大事项提示 现归属于上市公司股东的扣除非经常性损益的净利润为-10,564.03 万元。本报告 期内，公司营业收入同比增长显著，且产品结构优化，毛利率同比提升，带动净 利润亏损收窄，但仍处于亏损状态。针对前述情况，本保荐机构提醒投资者予以 关注。 光大证券股份有限公司（以 ...

Core Insights - The software industry in China experienced a revenue growth of 12.3% year-on-year, reaching 83,246 billion yuan in the first seven months [1] - The total profit of the software industry amounted to 10,890 billion yuan, with software exports reaching 33.98 billion USD, reflecting a year-on-year growth of 5.2% and 12.4% respectively [1] Revenue Breakdown - Cloud computing and big data services generated a revenue of 8,663 billion yuan, marking a year-on-year increase of 12.6% [1] - Integrated circuit design achieved a revenue of 2,511 billion yuan, with a year-on-year growth of 18.5% [1] - E-commerce platform technology services reported a revenue of 7,156 billion yuan, showing a year-on-year increase of 9.8% [1] - Information security products and services generated a revenue of 1,181 billion yuan, reflecting a year-on-year growth of 6.2% [1]

Core Viewpoint - A new company, Jinshi Silicon-Based Reconstruction (Shenzhen) Technology Co., Ltd., has been established with a registered capital of 100 million yuan, focusing on integrated circuit design and semiconductor manufacturing [1] Company Summary - The legal representative of the newly established company is Li Haijian [1] - The company is co-owned by Jinshi Technology (002951) and its wholly-owned subsidiary Shenzhen Jinshi Material Technology Co., Ltd., along with Chip Screen Semiconductor (Shenzhen) Co., Ltd. [1] Industry Summary - The business scope of the new company includes integrated circuit design, sales of integrated circuit chips and products, manufacturing and sales of semiconductor discrete devices, and manufacturing of optoelectronic devices [1]

Overview of the Transaction - The transaction involves issuing shares and paying cash to acquire 100% equity of Tianjin Sigma Microelectronics Co., Ltd. and raising supporting funds [10][11] - The payment structure consists of 50% in shares and 50% in cash [10][16] Target Company and Business - Tianjin Sigma specializes in the research, design, and sales of integrated circuits, including optical sensors, MCU chips, touch chips, and power management chips [11][21] - The target company operates within the "C65 Software and Information Technology Services" sector according to national economic industry classification [11] Financial Aspects - The total transaction price for the acquisition is set at 37 million yuan, with a valuation of 37.06 million yuan for the target company's 100% equity [13][16] - The transaction includes differentiated pricing based on initial investment costs and negotiations among the parties involved [17] Impact on the Company - The acquisition is expected to enhance the company's core technology in active phased array radar systems and improve its competitive edge in the radar market [21] - The integration of the target company's technology and supply chain resources will allow the company to maintain low-cost production while achieving technological independence in chip development [21] Fundraising Details - The company plans to raise up to 185 million yuan through the issuance of shares to no more than 35 specific investors [19][20] - The raised funds will be used to cover cash payments for the acquisition [19]

Group 1 - Shanghai Rayxi Electronic Technology Co., Ltd. has been established with a registered capital of 500,000 RMB [1] - The legal representative of the company is Cai Hui [1] - The company's business scope includes technology services, development, consulting, exchange, transfer, and promotion [1] Group 2 - The company is involved in the sales of electronic products and integrated circuit chip design and services [1] - It also engages in the wholesale and retail of electronic components and integrated circuit sales [1] - The company operates under the principle of conducting business activities independently with its business license, except for projects that require approval [1]

公司各产品线所面对的市场竞争激烈，公司积极拓展新产品和新市场，巩固或扩大市场占有率，除非挥 发存储器外，集成电路设计板块各产品线均取得增长，营业收入有所提升。由于公司确认的集成电路设 计企业增值税加计抵减额及政府补助专项验收减少，其他收益下降；存货中部分产品需求下降及库龄变 长等原因计提存货跌价准备增加，使得报告期归属于上市公司股东的净利润下降。 格隆汇8月27日丨复旦微电(688385.SH)公布，报告期内，公司实现营业收入约为18.39亿元，较上年同期 增加2.49%；综合毛利率为56.80%，同比增加0.31个百分点；实现归属于上市公司股东的净利润约为 1.94亿元，较上年同期减少44.38%；归属于上市公司股东的扣除非经常性损益的净利润约为1.82亿元， 较上年同期减少40.96%。 ...

格隆汇8月27日丨上海复旦(01385.HK)公告，于2025年1月1日至2025年6月30日内，集团实现营业收入约 为人民币18.39亿元，较上年同期增加2.49%；综合毛利率为56.80%，同比增加0.31个百分点；归属于母 公司股东的净利润约为人民币1.94亿元，较上年同期减少约44.38%；归属于母公司股东的扣除非经常性 损益的净利润约为人民币1.82亿元，较上年同期减少约40.96%。 集团各产品线所面对的市场竞争激烈，集团积极拓展新産品和新市场，巩固或扩大市场占有率，除非挥 发存储器外，集成电路设计板块各産品线均取得增长，营业收入有所提升。由于公司确认的集成电路设 计企业增值税加计抵减额及政府补助专项验收减少，其他收益下降；存货中部分産品需求下降及库龄变 长等原因计提存货跌价准备增加，使得报告期归属于母公司股东的净利润下降。 ...

Core Viewpoint - The report highlights the financial performance and operational status of Shanghai Fudan Microelectronics Group Co., Ltd. for the first half of 2025, indicating a slight increase in revenue but a significant decline in net profit due to various market pressures and operational challenges [1][3]. Financial Performance - The company achieved a revenue of approximately 1.84 billion RMB, representing a 2.49% increase compared to the same period last year [3]. - Total profit for the period was 172.53 million RMB, a decrease of 49.86% year-on-year [3]. - Net profit attributable to shareholders was approximately 193.61 million RMB, down 44.38% from the previous year [3]. - The net cash flow from operating activities increased by 45.94% to approximately 185.53 million RMB [3]. - As of June 30, 2025, total assets reached approximately 9.30 billion RMB, a 2.90% increase from the beginning of the year [3]. Business Overview - The company operates in the semiconductor industry, focusing on the design, development, and testing of integrated circuits [5]. - The semiconductor market is projected to grow significantly, with an expected increase of 11.2%, reaching an estimated value of 697 billion USD globally [5]. - In the first half of 2025, China's semiconductor production reached 239.47 billion units, reflecting an 8.7% year-on-year growth [5]. Product Lines - The company has a diverse product portfolio, including security and identification chips, non-volatile memory, smart meter chips, and FPGA [6]. - The security and identification chip product line generated approximately 393 million RMB in sales during the first half of 2025 [6]. - The non-volatile memory product line achieved sales of about 440 million RMB, benefiting from a recovery in demand in the consumer electronics market [7]. - The smart meter chip product line recorded sales of approximately 248 million RMB, maintaining a competitive edge despite a decrease in national grid meter bidding volume [9]. - The FPGA product line, a key area for the company, generated approximately 681 million RMB in sales, leveraging advanced technology and applications in various sectors [10]. Market Challenges - The company faces intense competition in the market, particularly in the storage products and security chip segments, leading to pricing pressures and inventory challenges [5][6]. - The company is actively adjusting its inventory structure to mitigate financial pressure while seeking new growth opportunities [5]. Research and Development - The company invested approximately 533 million RMB in R&D, accounting for 28.99% of its revenue, indicating a strong commitment to innovation [12]. - The company has established a multi-layered R&D system to enhance its competitive edge in the semiconductor industry [12]. - Continuous improvements in technology and product offerings are being pursued, particularly in the areas of security and identification chips, non-volatile memory, and smart meter technology [13][14].

Core Viewpoint - The report highlights the financial performance and operational strategies of Sino Wealth Electronic Ltd. for the first half of 2025, indicating a decline in net profit while maintaining a focus on research and development in the semiconductor industry [1][6][10]. Company Overview and Financial Indicators - Sino Wealth Electronic Ltd. is a chip design company listed on the Shenzhen Stock Exchange, with a stock code of 300327 [3]. - The company reported a revenue of approximately 652 million yuan, a slight decrease of 0.20% compared to the previous year [4][16]. - The net profit attributable to shareholders was approximately 41 million yuan, reflecting a significant decline of 42.20% year-on-year [4][10]. - The company plans not to distribute cash dividends or issue bonus shares [1]. Industry Development - The global semiconductor market reached a size of approximately $346 billion in the first half of 2025, with a year-on-year growth of 18.9% [6]. - The domestic integrated circuit production in China reached 239.5 billion units, an increase of 8.7% year-on-year, with exports growing by 20.6% [6]. Business Operations - The company primarily engages in the design and development of integrated circuits, focusing on MCU, battery management, and AMOLED display driver chips [6][7]. - The company employs a fabless model, outsourcing manufacturing and testing, which allows it to concentrate on design and innovation [8][10]. Market Position - The company holds a leading position in the home appliance MCU market, with significant penetration into international markets [8][9]. - The sales of lithium battery management chips are strong, particularly in the domestic smartphone market [9][13]. Financial Performance Analysis - The company experienced a 60.08% increase in net cash flow from operating activities, amounting to approximately 109 million yuan [4][16]. - Research and development expenses totaled approximately 15.7 million yuan, representing 24.09% of total revenue [16]. - The gross margin decreased by 1.93% due to competitive pricing pressures and fixed costs from long-term agreements [10]. Future Outlook - The company aims to maintain market share while reducing inventory levels, with expectations of improved procurement negotiations in the future [11][10]. - The upcoming product launches, including new 55nm process products, are anticipated to enhance the company's market competitiveness [13][14].

Group 1 - The stock price of Guomin Technology experienced fluctuations on August 21, closing at 26.74 yuan, down 2.27% from the previous trading day [1] - The stock saw a rapid rebound to 27.78 yuan at 9:39 AM, followed by a quick pullback to 27.31 yuan at 9:44 AM [1] - The total trading volume for the day reached 1.617 billion yuan, with a turnover rate of 10.53% [1] Group 2 - Guomin Technology's main business focuses on integrated circuit design and research and development, covering areas such as security chips, mobile payments, and the Internet of Things [1] - As a player in the semiconductor industry, Guomin Technology continues to invest in research and innovation, possessing a certain level of technical accumulation in the information security field [1] Group 3 - On August 21, there was a net outflow of 120 million yuan from the main funds, with a cumulative net outflow of 15.7 million yuan over the past five trading days [1] - The current total market capitalization of the company is 15.593 billion yuan, with a price-to-book ratio of 15.60 times [1]