Core Viewpoint - The performance of Jiangsu listed companies in 2024 shows a mixed picture, with total revenue reaching 3.45 trillion yuan, a slight increase of 0.4% year-on-year, while net profit decreased, indicating pressures but also resilience in operations [2][3]. Revenue and Profitability - Jiangsu listed companies achieved a total revenue of 3.45 trillion yuan in 2024, with a net profit of 238.12 billion yuan, reflecting a decline compared to the previous year [3]. - Over 60% of listed companies reported revenue growth, and nearly 80% were profitable, showcasing strong operational quality across various sectors [3]. Sector Highlights - Innovative pharmaceutical companies are entering a harvest phase, with Tai Zhou Ya Hong Pharmaceutical reporting a revenue of 202 million yuan, a staggering increase of 1365.55% year-on-year [3]. - Wuxi Di Zhe Pharmaceutical achieved a revenue of 360 million yuan, up 294.24%, driven by rapid commercialization [3]. Mechanical Equipment Sector - The mechanical equipment sector showed enhanced profitability, with over ten companies reporting net profit growth exceeding 100%, driven by energy-saving policies and strong demand [5]. - Yangdian Technology's net profit surged by 939.68%, highlighting the sector's robust performance [5]. Research and Development Investment - Jiangsu listed companies invested a total of 124.48 billion yuan in R&D in 2024, a 1.2% increase, with an average R&D expenditure of 180 million yuan [6]. - Over 200 companies reported having core technological capabilities, with R&D intensity reaching 3.6% overall and 7.4% for the Sci-Tech Innovation Board [6][7]. Mergers and Acquisitions - Mergers and acquisitions are becoming a key strategy for enhancing performance and competitiveness, with Jiangsu companies actively pursuing domestic and international acquisitions [9][10]. - Notable acquisitions include Longpan Technology's purchase of a battery company for approximately 100 million yuan and Nanwei Medical's acquisition of a 51% stake in a subsidiary for about 289 million yuan [9][10]. Cash Flow and Financial Health - The net cash flow from operating activities for Jiangsu listed companies reached 393.36 billion yuan, indicating strong financial health and the ability to support acquisitions [11].

Core Viewpoint - The company, Honghua Digital Technology (688789), reported a significant revenue growth of 42.30% in 2024, driven by the digital transformation of traditional industries and increased market expansion efforts [2]. Business Performance and Future Plans - The company achieved notable progress in digital printing and automated sewing sectors, with combined revenue exceeding 280 million yuan, marking growth rates of 37.67% and 114.66% respectively [2]. - In 2025, the company plans to expand its product offerings in digital printing equipment and automated sewing machines, focusing on enhancing sales channels and product diversity [2]. - The company aims to integrate its supply chain and manufacturing capabilities, particularly through collaboration with its German subsidiary, Texpa GmbH, to reduce manufacturing costs while maintaining quality [2][3]. Investment Projects and Capacity Planning - The company is advancing its fundraising projects and self-built projects, ensuring timely and high-quality production to support business growth [3]. - The project for an annual production capacity of 2,000 sets of industrial digital printing equipment has reached production capacity, while the project for 3,520 sets is progressing well [3]. Research and Development - In 2024, the company invested approximately 121.4 million yuan in R&D, accounting for 6.78% of its revenue, with a year-on-year increase of 34.74% [6]. - The company plans to continue focusing on core technologies in digital printing, including advancements in print head control and material compatibility, to strengthen its competitive edge [6]. Market Strategy - The company is strategically positioned to enhance its overseas market presence, focusing on service capabilities and supply chain optimization [9]. - The impact of U.S.-China tariffs on the company's business is minimal, as most exports are directed towards South Asian and European markets, with a low proportion of products exported to the U.S. [8]. Financial Performance - In Q1 2025, the company reported a main revenue of 478 million yuan, a year-on-year increase of 29.79%, and a net profit of 108 million yuan, up 25.2% [10]. - The company's gross margin stands at 42.84%, indicating a healthy profitability level [10].

Group 1 - Shanghai Jingfeng Mingyuan Semiconductor Co., Ltd. and Wuhan Changying Tongguang Technology Co., Ltd. have received shareholder approval for their asset purchase proposals, marking a significant step in their merger and acquisition processes [1] - Since the release of the "Eight Measures for Deepening the Reform of the Sci-Tech Innovation Board," the number of M&A transactions on the Sci-Tech Innovation Board has reached 100, indicating increased market activity and supporting high-quality development for listed companies [1] - The total disclosed transaction amount for these 100 M&A deals exceeds 24.7 billion yuan, with 39 new M&A transactions disclosed this year alone [1] Group 2 - Companies are utilizing various funding methods such as private placements, directed convertible bonds, and bank loans to enhance capital efficiency for acquisitions [2] - The 100 M&A transactions are primarily industrial mergers, focusing on companies within the same industry or related upstream and downstream sectors, which helps enhance product offerings and expand customer bases [2] - For instance, Xidi Microelectronics Group plans to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. to fill technology gaps in the AC-DC chip sector [2] Group 3 - Sci-Tech Innovation Board companies are also acquiring overseas mature enterprises to enhance international presence, with 15 overseas acquisition deals disclosed since the "Eight Measures" [3] - Acquisitions of unprofitable companies are aimed at strengthening supply chains, with 27 such deals reported since the "Eight Measures," including Shanghai Silicon Industry Group's acquisition of stakes in its subsidiaries to control the 300mm silicon wafer supply chain [3]

Investment Rating - The investment rating for the company is maintained at "Buy" [6][9]. Core Views - The company's revenue has been impacted by the timing of the Spring Festival and channel adjustments [4]. - Profitability has improved due to scale effects and increased investment in expenses, with Q1 gross margin rising by 1.8 percentage points to 38.7% due to lower raw material costs and optimized supply chain [5]. - The company expects a recovery in operations in the second half of the year as channel inventory continues to decrease, with a focus on traditional channel penetration and e-commerce expansion [6]. Revenue and Profit Forecast - The company forecasts total revenue for 2025-2027 to be 5.8 billion, 6.2 billion, and 6.73 billion yuan respectively, with year-on-year growth of 5.1%, 7.0%, and 8.5% [6]. - The expected net profit attributable to the parent company for the same period is projected to be 900 million, 990 million, and 1.11 billion yuan, with year-on-year growth of 1.0%, 9.1%, and 12.3% [6]. Financial Performance - In Q1, the company reported revenue of 1.102 billion yuan, a decrease of 25.8%, and a net profit of 181 million yuan, down 24.2% [6][11]. - The main product, "Meiwei Xian," generated revenue of 1.08 billion yuan in Q1, a decline of 25.9% year-on-year, primarily due to the Spring Festival timing and channel inventory adjustments [6][11]. - The company added 118 new distributors in Q1, indicating ongoing channel expansion [6].

Investment Rating - The investment rating for the company is maintained at "Buy" [6][9]. Core Views - The company's revenue has been impacted by the timing of the Spring Festival and channel adjustments [4]. - The gross profit margin increased by 1.8 percentage points year-on-year to 38.7%, primarily due to a decline in raw material costs and optimized supply chain management [5]. - The net profit margin for the company increased by 0.3 percentage points year-on-year to 16.4% [5]. - The company is expected to experience a low start followed by improvement in operations in the second half of 2025, driven by inventory destocking and a focus on traditional channel penetration and e-commerce expansion [6]. Financial Performance Summary - In Q1, the company reported revenue of 1.102 billion yuan, a decrease of 25.8% year-on-year, and a net profit of 181 million yuan, down 24.2% year-on-year [6][9]. - The main product, "Meiwei Xian," generated revenue of 1.08 billion yuan in Q1, a decline of 25.9% year-on-year, attributed to the Spring Festival timing and inventory destocking [6]. - Revenue from soy sauce, chicken essence, and cooking oil decreased by 31.6%, 28.6%, and 50.0% year-on-year, respectively [6]. - The company anticipates total revenue of 5.8 billion yuan in 2025, with a year-on-year growth of 5.1% [11]. Profitability Forecast - The company is projected to achieve net profits of 900 million yuan, 990 million yuan, and 1.11 billion yuan for 2025, 2026, and 2027, respectively, with year-on-year growth rates of 1.0%, 9.1%, and 12.3% [6][11]. - The current price-to-earnings ratio (P/E) is expected to be 17, 15, and 14 times for the years 2025, 2026, and 2027, respectively [6].

Financial Performance - The company's main revenue decreased by 16.14% year-on-year, and the net profit attributable to shareholders dropped by 38.02% in 2024 [1] - The operating income fell by 5.50%, while the net profit attributable to shareholders decreased by 52.83%, primarily due to the impact of the FDA import warning [2] - The medical device revenue declined by 23.56%, while animal devices and laboratory consumables grew by 20.83% and 66.08% respectively [4] Strategic Measures - The company is actively constructing overseas factories and expanding into emerging markets to mitigate the impact of trade barriers [1] - Plans to enhance product R&D to develop high-value products and improve risk resistance [1] - Future growth drivers include a robust R&D system, advanced technology, and a comprehensive quality management system [6][7] Future Plans - The company plans to hold the annual shareholders' meeting on May 16, 2025, to discuss the profit distribution plan for 2024 [3] - There are intentions to explore new business integrations and industry acquisitions to strengthen core business and expand into new markets [8] - The company is focusing on optimizing product and market structure through domestic and overseas project advancements [16] Market Outlook - The Chinese medical consumables market reached a scale of 200 billion CNY in 2024, with low-value medical consumables accounting for 147 billion CNY [9] - The increasing healthcare spending and improved medical insurance system in China are expected to drive market growth [9] Operational Updates - The company has completed the construction of a production facility for 920 million medical injection devices, which is now operational [10] - The Cambodian project has progressed to trial production as of the first quarter of 2025 [14] - The company is managing its cash flow effectively and has plans for further investment to enhance shareholder returns [15] Regulatory Matters - The company is in active communication with the FDA regarding the removal of the import warning, aiming to restore normal exports to the U.S. [17]

Core Viewpoint - The company reported a mixed financial performance for 2024, with revenue growth but a significant decline in net profit, indicating challenges in profitability despite operational improvements [2][3][5]. Financial Performance - In 2024, the company achieved a revenue of 5.519 billion, a year-on-year increase of 7.4%, while the net profit attributable to shareholders was 893 million, down 47.4% [2]. - The fourth quarter of 2024 saw a revenue of 1.57 billion, up 32.6% year-on-year, but the net profit dropped by 89.3% to 320 million [2]. - The company's gross margin improved to 39.8% for the year and 45.8% for Q4, reflecting a year-on-year increase of 7.1 and 12.7 percentage points, respectively [5]. Business Segments - The "Meiwei Xian" segment generated a revenue of 5.074 billion in 2024, with a net profit of 707 million, representing a year-on-year growth of 2.86% and 26.02%, respectively [2][3]. - The revenue from direct sales channels grew significantly by 26.42% in 2024, while distribution channels saw a slight decline of 1.01% [3]. Market Expansion - The total number of distributors for "Meiwei Xian" reached 2,554 by the end of 2024, an increase of 470 compared to the end of 2023, indicating a focus on expanding into lower-tier markets [4]. - The company achieved a county development rate of 75.35% and a city development rate of 95.81% in 2024 [4]. Strategic Initiatives - The company implemented a three-tier organizational structure and enhanced customer management, leading to improved distributor numbers and market penetration [7]. - The e-commerce business experienced over 30% revenue growth, contributing positively to overall performance [3][7]. Future Outlook - For Q1 2025, the company anticipates a potential decline in sales revenue due to a high base in Q1 2024 and a focus on market price recovery [8]. - The company aims to achieve three key operational goals in 2025: complete at least one industry acquisition, ensure continuous revenue growth, and build core capabilities in precise marketing, continuous innovation, and refined operations [8].

Investment Rating - The report maintains a "Buy" rating for the company [1] Core Views - The company achieved a revenue of 5.519 billion yuan in 2024, representing a year-on-year increase of 7.4%, while the net profit attributable to shareholders was 893 million yuan, a decrease of 47.4% [4][10] - The company is expected to recover minority interests, which is anticipated to enhance profits in 2025 [9] - The company has implemented significant reforms, resulting in improved profitability and a focus on market price recovery in 2025 [9][10] Financial Performance Summary - In 2024, the company reported a revenue of 5.519 billion yuan, with a net profit of 893 million yuan and a non-recurring net profit of 670 million yuan, showing a 28% increase year-on-year [4][10] - The fourth quarter of 2024 saw a revenue of 1.57 billion yuan, up 32.6% year-on-year, but the net profit dropped by 89.3% to 320 million yuan [4][10] - The gross margin for 2024 was 39.8%, an increase of 7.1 percentage points year-on-year, driven by lower raw material costs and improved production efficiency [7][14] Revenue Breakdown - The company's main product, Meiwai Xian, achieved a revenue of 5.074 billion yuan in 2024, with a net profit of 707 million yuan, reflecting a year-on-year growth of 2.86% and 26.02% respectively [4][5] - The revenue from direct sales channels grew by 26.42% in 2024, while distribution channels saw a decline of 1.01% [5][6] Cost and Expense Management - The company’s expense ratio for 2024 was 19.1%, a decrease of 0.5 percentage points year-on-year, with sales expenses increasing due to channel reforms and promotional activities [8][15] - The company’s net profit margin for 2024 was 16.2%, down 16.8 percentage points year-on-year, but the adjusted net profit margin showed an increase [7][14] Future Outlook - The company aims to achieve three key operational goals in 2025: complete at least one industrial acquisition, ensure continuous revenue growth, and build three core capabilities: refined marketing, continuous innovation, and precise operations [9][10] - The forecast for net profit attributable to shareholders in 2025 is adjusted to 966 million yuan, reflecting a 1.6% decrease from previous estimates [10]

民生证券股份有限公司 关于《关于宁波精达成形装备股份有限公司发行股份及 支付现金购买资产并募集配套资金暨关联交易申请的审 核问询函之回复报告》 之专项核查意见 独立财务顾问 签署日期：二零二五年二月 上海证券交易所： 按照贵所下发的《关于宁波精达成形装备股份有限公司发行股份及支付现金 购买资产并募集配套资金暨关联交易申请的审核问询函》（上证上审（并购重组） 〔2025〕3 号）（以下简称"问询函"）的要求，民生证券股份有限公司（以下 简称"民生证券"、"独立财务顾问"）作为宁波精达成形装备股份有限公司（以 下简称"公司"、"上市公司"或"宁波精达"）的独立财务顾问，就问询函所 列问题逐项进行了认真核查与落实，现就相关问题作出书面回复如下。 除非文义另有所指，本核查意见所述的简称或名词的释义与重组报告书中的 "释义"具有相同涵义。本核查意见部分表格中单项数据加总数与表格合计数可 能存在微小差异，均因计算过程中的四舍五入所形成。本回复的字体代表以下含 义： | 问询函所列问题 | 黑体（加粗） | | --- | --- | | 对问询函的回复 | 宋体 | | 对重组报告书的补充披露、修改及本回复修改 | 楷体 ...