华泰联合证券有限责任公司关于广东东峰新材料集团股份 有限公司不提前赎回"东风转债"的核查意见 作为广东东峰新材料集团股份有限公司（原公司名称为"汕头东风印刷股份 有限公司"，以下简称"东峰集团""公司"）公开发行可转换公司债券的保荐 人，根据《证券发行上市保荐业务管理办法》《上海证券交易所上市公司自律监 管指引第 1 号——规范运作》 《上海证券交易所上市公司自律监管指引第 11 号— 《上海证券交易所上市公司自律监管指引第 12 号——可转换公司债券》 持续督导》 等有关规定，华泰联合证券有限责任公司（以下简称"华泰联合证券"）对东峰 集团不提前赎回"东风转债"事项进行了审慎的核查，并发表核查意见如下： 一、东风转债发行上市概况 （一）东风转债发行情况 经中国证券监督管理委员会《关于核准汕头东风印刷股份有限公司公开发行 可转换公司债券的批复》（证监许可[2019]2549 号）核准，公司于 2019 年 12 月 第二年 0.60%、第三年 1.00%、第四年 1.50%、第五年 1.80%、第六年 2.00%。 （二）东风转债上市情况 经上海证券交易所自律监管决定书[2020]16 号文同意，公司本次发行 ...

Core Viewpoint - The trading price of the convertible bond "Dongshi Convertible Bond" of Dongfang Shifang Driving School Co., Ltd. has experienced an abnormal fluctuation, with a cumulative closing price increase exceeding 30% over two consecutive trading days [2][5]. Group 1: Convertible Bond Trading Situation - The price of "Dongshi Convertible Bond" reached 162.643 yuan per bond as of August 20, 2025, representing a premium of 62.643% over the face value and a conversion premium rate of 506.18% [2][12]. - The bond was approved for public issuance by the China Securities Regulatory Commission on December 27, 2019, with a total issuance of 4.28 billion yuan and a maturity period of six years [3]. Group 2: Company Operations and Financial Matters - The company confirmed that its production and operations are normal, with no significant changes in its main business or market environment [7]. - The company disclosed that its controlling shareholder and related parties have fully repaid non-operating fund occupations amounting to approximately 387.34 million yuan [8]. - The company has applied to the Shanghai Stock Exchange to revoke certain risk warnings related to its stock, as the non-operating fund occupation issue has been resolved [9]. Group 3: Market and Media Influence - The company has not identified any media reports or market rumors that could significantly impact the trading price of its convertible bonds [10]. - There have been no significant events that could affect the trading price of the convertible bonds during the abnormal fluctuation period [11].

国金证券股份有限公司 关于 江西耐普矿机股份有限公司 向不特定对象发行可转换公司债券 之 上市保荐书 保荐人（主承销商） （成都市青羊区东城根上街 95 号） 二〇二五年八月 江西耐普矿机股份有限公司 上市保荐书 声 明 国金证券股份有限公司（以下简称"国金证券"、"本保荐机构"）及保荐代表 人已根据《中华人民共和国公司法》（以下简称"《公司法》"）、《中华人民共和 国证券法》 （以下简称"《证券法》"）、 《上市公司证券发行注册管理办法》 （以下 简称"《注册管理办法》"）、 《证券发行上市保荐业务管理办法》 （以下简称"《保 荐业务管理办法》"）等有关法律、法规和中国证券监督管理委员会（以下简称"中 国证监会"）的有关规定以及深圳证券交易所（以下简称"深交所"）的有关业务 规则，诚实守信，勤勉尽责，严格按照依法制定的业务规则和行业自律规范出具 本上市保荐书，并保证上市保荐书的真实、准确、完整。 如无特别说明，本上市保荐书中所涉简称与《江西耐普矿机股份有限公司向 不特定对象发行可转换公司债券募集说明书》一致。 江西耐普矿机股份有限公 司 上市保荐书 目 录 第七节 保荐机构对发行人是否符合向不特定对象发行可 ...

Meeting Overview - The 10th Board of Directors of Jinan Shengquan Group Co., Ltd. held its 6th meeting on August 18, 2025, in compliance with the Company Law and the company's articles of association [1][2]. Resolutions Passed - The board approved several proposals, including the special report on the management and use of raised funds for the first half of 2025, which was disclosed on the Shanghai Stock Exchange [2]. - The board also approved the proposal to cancel the supervisory board and amend the articles of association, which will be submitted to the shareholders' meeting for review [2]. - The board passed resolutions to revise the rules for the shareholders' meeting and the board meeting, as well as the audit committee's working rules, all with unanimous support [2]. Convertible Bond Issuance - The company plans to issue convertible bonds with a total amount not exceeding RMB 250 million, subject to shareholder approval [6][23]. - The bonds will have a face value of RMB 100 each and a term of six years, with interest paid annually [6][8]. - The initial conversion price will be determined based on the average stock price prior to the bond issuance, ensuring it does not fall below the company's net asset value per share [9][11]. Fund Utilization - The raised funds will be allocated to the green new energy battery material industrialization project and to supplement working capital, with a total project investment of RMB 300 million [23][24]. - The company has established a management system for the raised funds, which will be kept in a designated special account [25]. Rating and Guarantee - A credit rating agency will be engaged to provide a credit rating report for the bonds, with annual follow-up ratings [23]. - The bonds will not be secured by any guarantees [23]. Shareholder Rights - Original shareholders will have priority in subscribing to the bonds, with specific arrangements to be disclosed in the issuance announcement [21]. - Bondholders will have rights to convert their bonds into shares, receive interest, and participate in bondholder meetings [22].

Meeting Overview - The 5th meeting of the 10th Supervisory Board of Jinan Shengquan Group Co., Ltd. was held on August 18, 2025, in compliance with legal and regulatory requirements [1] - All three supervisors participated in the voting, and the meeting was chaired by Mr. Chen Dexing [1] Supervisory Board Review - The Supervisory Board reviewed the 2025 Half-Year Report and confirmed that the preparation and review processes complied with relevant laws, regulations, and internal management systems [1] - The report's content and format met the requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange, accurately reflecting the company's operational and financial status during the reporting period [1] Voting Results - All proposals presented during the meeting received unanimous approval with 3 votes in favor, and no votes against or abstentions [2][3][5] Convertible Bond Issuance - The company plans to issue convertible bonds with a total amount not exceeding RMB 250 million, with specific details to be determined by the Board of Directors [5][22] - The bonds will have a face value of RMB 100 each and a maturity of six years, with interest paid annually [5][6] - The initial conversion price will be determined based on the average trading price of the company's shares prior to the bond issuance [7][8] Fund Utilization - The proceeds from the bond issuance will be allocated to the green new energy battery materials industrialization project and to supplement working capital [22] - The total investment for the project is estimated at RMB 300 million, with the bond proceeds covering RMB 250 million [22] Management of Funds - The company has established a management system for the raised funds, which will be deposited in a designated special account [23][24] - The company will ensure that the funds are used in accordance with the approved purposes and will adjust the allocation as necessary based on project needs [22] Shareholder Rights - Original shareholders will have priority in the subscription of the convertible bonds, with specific ratios to be determined by the Board of Directors [19] - The company will provide a credit rating report for the bonds, which will be updated annually [22]

Core Viewpoint - The company plans to issue convertible bonds to unspecified investors, which may dilute immediate returns, and has proposed specific measures to mitigate this impact while ensuring the protection of minority shareholders' interests [1][4][12]. Financial Impact Analysis - The company has analyzed the impact of the convertible bond issuance on its key financial indicators under various assumptions regarding net profit growth for 2025 and 2026, including scenarios where net profit remains flat, grows by 10%, or grows by 20% [2][3]. - Under the assumption of flat net profit, the diluted earnings per share (EPS) for 2026 would be 0.90 yuan per share, compared to 0.98 yuan per share before the bond issuance [2][3]. - If net profit grows by 10%, the diluted EPS could increase to 1.08 yuan per share in 2026, while a 20% growth scenario could lead to a diluted EPS of 1.29 yuan per share [2][3]. Use of Proceeds - The total investment for the projects funded by the bond issuance is estimated at 300,051.78 million yuan, with the company planning to raise up to 250,000.00 million yuan through this issuance [4][5]. - The projects are aligned with the company's core business in chemical new materials and biomass new materials, particularly in the production of phenolic resins and furan resins, which are leading products in the domestic and global markets [4][5]. Project Implementation and Market Position - The company aims to enhance its production capacity and optimize processes through the "Green New Energy Battery Material Industrialization Project," which is expected to meet the growing demand for high-energy-density batteries in consumer electronics and power batteries [6][9]. - The company has established a strong technical and research team, with over 800 effective patents, to support the successful implementation of the funded projects [8][9]. Measures to Mitigate Dilution - The company has committed to improving the management of raised funds and ensuring their effective use to enhance shareholder returns and mitigate the dilution of immediate returns [10][11]. - A stable profit distribution policy will be maintained to provide reasonable returns to shareholders, particularly minority shareholders, following the bond issuance [11][12]. Commitments from Management - The board of directors and senior management have made commitments to ensure the execution of measures to mitigate the dilution of immediate returns, including adherence to legal and regulatory requirements [12][13].

Core Viewpoint - Xiamen Jindawei Group Co., Ltd. plans to issue convertible bonds totaling RMB 1,292.3948 million, approved by the China Securities Regulatory Commission, with a focus on providing investment opportunities for existing shareholders and the public [1][2]. Group 1: Issuance Details - The type of securities being issued is convertible bonds [2]. - The total amount to be raised through this issuance is RMB 1,292.3948 million, with a total of 12,923,948 bonds to be issued [2]. - Each bond has a face value of RMB 100 and will be issued at face value [2]. - The term of the bonds is six years from the date of issuance [2]. - The interest rates for the bonds will increase progressively from 0.10% in the first year to 2.00% in the sixth year [2]. Group 2: Conversion and Pricing - The initial conversion price for the bonds is set at RMB 19.59 per share [3]. - The conversion period starts six months after the issuance ends and lasts until the maturity date [2][3]. - The conversion price may be adjusted based on various corporate actions such as stock dividends or capital increases [4][5]. Group 3: Redemption and Buyback Provisions - The company has the right to redeem the bonds at 110% of the face value within five trading days after maturity if they remain unconverted [8]. - Bondholders can sell back their bonds to the company if the stock price falls below 70% of the conversion price during the last two interest years [9][10]. Group 4: Subscription and Allocation - Existing shareholders will have priority in subscribing to the bonds, with the subscription date set for August 20, 2025 [12][15]. - The public can also participate in the online subscription process through the Shenzhen Stock Exchange [15][16]. - The minimum subscription amount is set at 10 bonds (RMB 1,000) [15]. Group 5: Underwriting and Distribution - The issuance will be underwritten by GF Securities Co., Ltd., which will bear the responsibility for any shortfall in the subscription amount [16]. - The underwriting cap is set at 30% of the total issuance amount, approximately RMB 38.7718 million [16].

Core Viewpoint - Xiamen Jindawei Group Co., Ltd. is issuing convertible bonds totaling RMB 1,292.3948 million, with a total of 12,923,948 bonds available for subscription [13][29]. Group 1: Issuance Details - The convertible bonds will be issued at a face value of RMB 100 each, with a total issuance amount of RMB 1,292.3948 million [13][29]. - The bonds have a maturity period of six years, starting from the issuance date [13]. - The coupon rates are set at 0.10% for the first year, increasing to 2.00% by the sixth year [13]. Group 2: Subscription Process - Original shareholders will have priority in subscribing to the bonds, with a subscription date set for August 20, 2025 [27][29]. - Each original shareholder can subscribe to a maximum of 12,923,907 bonds, which is approximately 99.9997% of the total issuance [9][27]. - Public investors can participate in the online subscription process, with a minimum subscription unit of 10 bonds [29][30]. Group 3: Pricing and Conversion - The initial conversion price for the bonds is set at RMB 19.59 per share [14]. - The conversion period will begin six months after the issuance and will last until the maturity date [13][14]. - The bonds will not have any restrictions on trading after issuance, allowing for immediate market activity [24]. Group 4: Underwriting and Risk Management - The underwriting will be conducted by GF Securities Co., Ltd., which will assume responsibility for any unsold bonds [5][24]. - If the total subscription does not reach 70% of the issuance, the issuer and underwriter may consider suspending the issuance [5][24]. - The bonds will be rated AA by Dongfang Jincheng International Credit Rating Co., Ltd., indicating a stable outlook [13].

登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码：002225 证券简称：濮耐股份 公告编号：2025-068 一、重要提示 本半年度报告摘要来自半年度报告全文，为全面了解本公司的经营成果、财务状况及未来发展规划，投 资者应当到证监会指定媒体仔细阅读半年度报告全文。 所有董事均已出席了审议本报告的董事会会议。 非标准审计意见提示 □适用 √不适用 董事会审议的报告期利润分配预案或公积金转增股本预案 □适用 √不适用 公司计划不派发现金红利，不送红股，不以公积金转增股本。 董事会决议通过的本报告期优先股利润分配预案 □适用 √不适用 公司是否需追溯调整或重述以前年度会计数据 □是 √否 ■ 3、公司股东数量及持股情况 单位：股 ■ 持股5%以上股东、前10名股东及前10名无限售流通股股东参与转融通业务出借股份情况 □适用 √不适用 前10名股东及前10名无限售流通股股东因转融通出借/归还原因导致较上期发生变化 □适用 √不适用 4、控股股东或实际控制人变更情况 控股股东报告期内变更 □适用 √不适用 公司报告期无优先股股东持股情况。 6、在半年度报告批准报出日存续的债券情况 二、公司基本情况 1、公司 ...

Company Overview - The issuer is Changgao Electric New Technology Co., Ltd., established on April 23, 1998, located in Changsha, Hunan Province [1] - The main business includes power transmission and transformation equipment, as well as power survey design and engineering contracting, aiming to become a comprehensive service provider in the energy sector [1] Financial Data - As of March 31, 2025, total assets amounted to 358,197.82 million yuan, with total liabilities at 112,828.62 million yuan, resulting in shareholders' equity of 245,369.19 million yuan [3] - For the first quarter of 2025, operating revenue was 33,908.49 million yuan, with a net profit of 3,355.53 million yuan [3] - The company reported a net cash flow from operating activities of 11,303.08 million yuan for the year 2024 [4] Key Financial Ratios - The current ratio was 3.08, and the quick ratio was 2.59 as of March 31, 2025 [4] - The debt-to-asset ratio was 31.50% for consolidated figures, indicating a stable financial structure [4] - The interest coverage ratio was 36.56, suggesting strong ability to meet interest obligations [4] Investment and Fundraising - The company plans to issue convertible bonds totaling up to 85,557.82 million yuan, with a face value of 100 yuan per bond, and a term of six years [14][15] - The funds raised will be allocated to projects including the Changgao Electric New Jinzhou Production Base Phase III and the Changgao Electric New Wangcheng Production Base Upgrade [26] Risk Factors - The company faces high customer concentration risk, primarily relying on sales to State Grid and its subsidiaries, which accounted for significant revenue [5] - There is a risk of goodwill impairment due to external factors affecting market conditions [5] - The company has a substantial accounts receivable balance, which could impact cash flow if major clients face financial difficulties [5] Regulatory Compliance - The company has completed necessary internal decision-making processes for the bond issuance, including approvals from the board of directors and shareholders [21][22] - The issuer meets the requirements for public bond issuance as per the Securities Law, including having sufficient average distributable profits to cover interest payments [27][30]