上海加冷松芝汽车空调股份有限公司 2025 年半年度报告摘要 证券代码：002454 证券简称：松芝股份 公告编号：2025-029 | | | 摘要 上海加冷松芝汽车空调股份有限公司 2025 年半年度报告摘 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 要 电子信箱 chenrui@shsongz.com □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 二、公司基本情况 □是 ?否 | 股票简称 | 松芝股份 | 股票代码 | 002454 | | --- | --- | --- | --- | | 股票上市交易所 | 深圳证券交易所 | | | | 联系人和联系方式 | 董事会秘书 | | 证券事务代表 | 姓名 陈睿 上海市闵行区莘庄工业区颛兴路 2059 办公地址 ...

Group 1 - The company has approved the 2025 semi-annual profit distribution plan, which will be submitted to the second extraordinary general meeting of shareholders for review [1][2] - The audit committee believes that the profit distribution plan aligns with the company's financial situation and supports long-term development [1] - The board of directors has confirmed that the profit distribution plan complies with relevant laws and regulations, ensuring it does not adversely affect the company's liquidity [2] Group 2 - The company reported a net profit attributable to shareholders of 83,859,936.72 yuan for the consolidated financial statements, with a legal reserve of 4,784,750.04 yuan, resulting in an accumulated undistributed profit of 328,135,798.22 yuan [2] - The proposed distribution plan suggests a cash dividend of 0.5 yuan per 10 shares, totaling 21,135,136.95 yuan to be distributed to shareholders [2][3] - The plan will be adjusted if there are changes in the total share capital due to stock options, convertible bonds, or share buybacks, maintaining a fixed total cash dividend amount [3]

证券日报网讯 8月27日晚间，东风科技发布公告称，公司第九届监事会2025年第三次会议审议通过了 《关于公司2025年半年度报告及其摘要的议案》等多项议案。 （文章来源：证券日报） ...

据证券之星公开数据整理，近期索菱股份(002766)发布2025年中报。截至本报告期末，公司营业总收入 4.44亿元，同比下降31.22%，归母净利润578.41万元，同比下降74.07%。按单季度数据看，第二季度营 业总收入2.31亿元，同比下降30.76%，第二季度归母净利润471.54万元，同比下降62.68%。本报告期索 菱股份公司应收账款体量较大，当期应收账款占最新年报归母净利润比达209.68%。 本次财报公布的各项数据指标表现不尽如人意。其中，毛利率24.46%，同比增13.57%，净利率1.13%， 同比减66.94%，销售费用、管理费用、财务费用总计5536.29万元，三费占营收比12.47%，同比增 14.59%，每股净资产1.32元，同比增55.26%，每股经营性现金流-0.06元，同比减163.29%，每股收益 0.01元，同比减74.14% | 项目 | 2024年中报 | 2025年中报 | 同比增幅 | | --- | --- | --- | --- | | 营业总收入(元) | 6.45 Z | 4.44 Z | -31.22% | | 归母净利润（元） | 2230.69万 ...

Core Viewpoint - The company, Debang Lighting, plans to initiate a significant asset restructuring to optimize its industrial structure and enhance profitability and asset quality [2][6]. Group 1: Transaction Details - On August 27, Debang Lighting announced its intention to acquire at least 51% of Zhejiang Jiali (Lishui) Industrial Co., Ltd. (referred to as "Jiali Co.") through cash payments for share acquisition and capital increase [5][6]. - Jiali Co. is a New Third Board listed company specializing in the research, design, manufacturing, and sales of automotive lighting products, with projected revenues of 2.68 billion yuan and 1.32 billion yuan for 2024 and the first half of 2025, respectively [5][6]. - The transaction is still in the planning stage, with specific transaction methods, counterparties, and acquisition ratios yet to be determined [6][7]. Group 2: Strategic Implications - If the transaction is successfully completed, Debang Lighting will gain control over Jiali Co., which is expected to enhance the company's operational scale and performance, thereby strengthening its second growth curve and core competitiveness [7]. - The transaction will require higher standards in operational management, financial management, and strategic planning, prompting the company to improve human resource allocation and overall operational capabilities [7].

民生证券股份有限公司 关于上海汽车空调配件股份有限公司 使用自有资金支付募投项目部分款项 并以募集资金等额置换的核查意见 民生证券股份有限公司（以下简称"民生证券"）作为上海汽车空调配件股 份有限公司（以下简称"上海汽配"或"公司"）首次公开发行股票并上市持续督 导的保荐机构，履行持续督导职责，并根据《证券发行上市保荐业务管理办 法》、《上海证券交易所股票上市规则》等规范性法律文件的要求，对上海汽 配使用自有资金支付募投项目部分款项并以募集资金等额置换事宜进行了审慎 核查，核查情况及意见如下： 一、募集资金基本情况 根据中国证券监督管理委员会出具的《关于同意上海汽车空调配件股份有限 公司首次公开发行股票注册的批复》 （证监许可[2023]1850 号），公司获准首次公 开发行人民币普通股（A 股）股票 8,433.50 万股，发行价格为 14.23 元/股，募集 资金总额为人民币 120,008.71 万元，扣除 13,436.71 万元（不含税）的发行费用 后，募集资金净额为人民币 106,572.00 万元。募集资金已于 2023 年 10 月 27 日 划至公司指定账户，上述募集资金到位情况经天健会计师 ...

Core Viewpoint - The report highlights the financial performance and operational developments of Jintuo Technology Co., Ltd. for the first half of 2025, showcasing growth in revenue and profit, alongside strategic expansions in various sectors, particularly in the automotive and robotics industries [1][2][3]. Financial Performance - The company's operating revenue for the first half of 2025 reached approximately 605.18 million RMB, representing a year-on-year increase of 9.41% compared to 553.13 million RMB in the same period last year [2][3]. - The total profit for the period was approximately 38.82 million RMB, up 17.77% from 32.96 million RMB in the previous year [2][3]. - The net profit attributable to shareholders was about 32.79 million RMB, reflecting an 8.15% increase from 30.32 million RMB year-on-year [2][3]. - The net cash flow from operating activities surged by 209.81%, amounting to approximately 61.13 million RMB, compared to 19.73 million RMB in the same period last year [2][3]. Industry Overview - The automotive industry in China saw significant growth in the first half of 2025, with production and sales reaching 15.62 million and 15.65 million vehicles, respectively, marking increases of 12.5% and 11.4% year-on-year [3][4]. - New energy vehicles (NEVs) experienced remarkable growth, with production and sales of 6.97 million and 6.94 million units, respectively, reflecting year-on-year increases of 41.4% and 40.3% [3][4]. - The market share of NEVs reached 44.3%, while domestic brand passenger vehicles accounted for 68.5% of the market, with sales of 9.27 million units, up 25% year-on-year [3][4]. Business Operations - The company specializes in the research, production, and sales of aluminum alloy precision die-casting parts, primarily for the automotive sector, including both traditional and new energy vehicles [3][4]. - The company has diversified its product offerings to include components for robotics, industrial automation, smart home devices, and satellite communication [4][5]. - Jintuo Technology has established a global presence, with operations in Asia, North America, and Europe, and has set up subsidiaries in Mexico to enhance its global supply capabilities [5][6]. Strategic Initiatives - The company has focused on maintaining and deepening relationships with major multinational automotive suppliers, leveraging its existing sales network and customer resources to enhance customer satisfaction and expand its client base [4][5]. - Jintuo Technology has committed to green, low-carbon, and high-quality development, integrating ESG principles into its business strategy to promote sustainable growth [5][6]. - The establishment of a wholly-owned subsidiary, Shanghai Craft Energy Robotics Co., Ltd., aims to capitalize on the growing robotics market and strengthen the company's position in this sector [5][6].

Core Viewpoint - The company plans to acquire a 49% stake in Shanghai SAIC Qingtao Energy Technology Co., Ltd. from its controlling shareholder, SAIC Motor Corporation Limited, for 205.8969 million RMB, marking its entry into the solid-state battery sector [1][2][10]. Summary by Sections Transaction Overview - The acquisition involves a total payment of 205.8969 million RMB for the 49% equity stake in SAIC Qingtao, which is a subsidiary of SAIC Group [1][2]. - This transaction is classified as a related party transaction but does not constitute a major asset restructuring [1][3]. - The board of directors approved the transaction without requiring a shareholders' meeting, as it does not exceed 0.5% of the company's latest audited net assets [1][3]. Related Party Transaction - The transaction is a related party deal since SAIC Qingtao is a company in which SAIC Group holds a stake [2][3]. - The board meeting on August 26, 2025, resulted in a unanimous approval from the non-related directors, with three related directors abstaining from the vote [2][11]. Target Company Information - SAIC Qingtao was established in November 2023 with a registered capital of 1 billion RMB, focusing on semi-solid and solid-state batteries [4][5]. - The company has a clear ownership structure with no encumbrances or legal disputes affecting the transfer of ownership [4][6]. Financial Assessment - The independent valuation by Shanghai Shenwei Asset Appraisal Co., Ltd. estimated the total equity value of SAIC Qingtao at 420.1978 million RMB, with the book value of equity at 287.6499 million RMB [7][8]. - The agreed purchase price of 205.8969 million RMB is based on this valuation and is deemed fair and reasonable [8]. Impact on the Company - This acquisition allows the company to enter the solid-state battery market, enhancing its product matrix in the "smart power" platform and facilitating synergies with existing electric drive and thermal management businesses [10][11]. - The company plans to leverage its management and customer resources to accelerate the development of SAIC Qingtao's operational mechanisms, quality control systems, and production capabilities [10].

Core Viewpoint - The company plans to acquire a 5.2957% stake in Lianchuang Automotive Electronics Co., Ltd. for no more than 154.783804 million RMB, which constitutes a related party transaction but does not qualify as a major asset restructuring [1][2][12]. Group 1: Transaction Overview - The acquisition is part of the company's strategy to enhance its "smart chassis" business matrix in line with industry trends towards intelligence [2][12]. - The transaction involves six shareholders of Lianchuang Electronics, including Shanghai Guozhi State-owned Enterprise Reform Pilot Private Equity Fund Partnership, Shanghai Xintai Information Technology Co., Ltd., and others [2][12]. - The transaction will be funded entirely from the company's own funds, with payment to be made within 3-10 working days after the delivery date [3][12]. Group 2: Financial Details - The total consideration for the acquisition is capped at 154.783804 million RMB, based on an independent valuation of Lianchuang Electronics' equity [11][12]. - The valuation report indicates that Lianchuang Electronics has a net asset book value of 282.3357 million RMB, with a market value assessed at 292.282 million RMB [11][12]. - The company reported a revenue of 1,558.184 million RMB for 2024, with total assets of 1,679.121 million RMB and net assets of 452.357 million RMB [8][12]. Group 3: Strategic Implications - The acquisition is expected to facilitate collaboration between the company and Lianchuang Electronics in the fields of smart chassis and intelligent networking, enhancing the product portfolio and accelerating business transformation [12]. - This move aligns with the industry's shift towards intelligent control systems in the automotive sector, particularly in the context of electric vehicles [12].

Group 1: Financial Performance - In the first half of 2025, the company achieved a revenue of 7.16 billion CNY, representing a year-on-year growth of 16.52% [4] - The passenger vehicle segment saw a revenue increase of 20.48%, with new energy vehicles growing by 26.8% [4] - The commercial vehicle and non-road segment's revenue grew by 3.89%, with new energy commercial vehicles increasing by 66% [4] - The digital and energy business revenue surged by 58.94% [4] - Export revenue accounted for approximately 25.94% of total revenue, showing a gradual increase [4] Group 2: Profitability and Margins - The gross margin for the first half of 2025 was 19.25%, slightly down by 0.72% year-on-year due to domestic passenger vehicle margin decline [4] - The net profit for the second quarter was 228 million CNY, with the non-recurring net profit reaching a historical high of 216 million CNY [4] - North America revenue reached 788 million CNY, with a net profit of over 34 million CNY, nearing the total profit for the entire year of 2024 [4] - The European segment turned profitable, with expectations of achieving overall profitability for the year [4] Group 3: Cost Management - Selling expenses increased slightly due to overseas customer expansion costs, while management expenses showed a continuous decline [4] - Financial expenses significantly decreased, primarily due to exchange gains from the appreciation of the CNY against the Euro [4] Group 4: Future Outlook - The company maintains its annual revenue target at 15 billion CNY, with expectations for net profit to improve in the second half of the year [4] - The growth is supported by stable growth in the automotive sector, the ramp-up of digital energy liquid cooling business, and future robotics business expansion [4] Group 5: Product Development - The liquid cooling division has established a product system focused on data centers, energy storage, charging and swapping, and low-altitude aircraft [5] - The humanoid robotics division has developed a product system that includes key modules and components, with significant progress in market expansion and product development [5]