General Principles - The company establishes a management method for external guarantees to regulate its guarantee behavior, protect investors' rights, and ensure financial safety [1][2] - External guarantees must be approved by the board of directors or shareholders' meeting [2][4] Scope of Application - The management method applies to the company and its wholly-owned and controlling subsidiaries [2] - Controlling subsidiaries cannot provide external guarantees without company approval [2] Guarantee Conditions - External guarantees are limited to independent legal entities with strong repayment capabilities [8] - The company must conduct credit assessments of the guaranteed parties [8][9] Approval Process - The finance department and the board secretary's office are responsible for handling external guarantee applications [12] - The board of directors must approve guarantees exceeding 10% of the company's latest audited net assets [18] Information Disclosure - The company must disclose information regarding external guarantees in accordance with the Securities Law and relevant regulations [25] - Disclosure includes total external guarantees and their proportion to the latest audited net assets [25][26] Contract Review and Signing - External guarantees must be in written form and approved by the board or shareholders [28][29] - The finance department must review the guarantee contracts for compliance and potential risks [29] Risk Management - The board must investigate the financial status and credit of the guaranteed parties before approving guarantees [34] - The finance department is responsible for monitoring the repayment status of guaranteed debts [43] Responsibilities of Personnel - All directors must regularly review financing and guarantee matters and bear joint responsibility for any violations [60] - Management personnel who exceed their authority in approving guarantees may face legal consequences [61]

Financial Data and Key Metrics Changes - Bookings grew 18% year-over-year to $1,200 million, while revenue increased by 5% [6] - Adjusted gross margins expanded by 80 basis points to 33.5%, and adjusted operating margins were 12.8%, resulting in impressive incremental margins of over 50% [6][23] - Adjusted earnings per share was $0.72 for the quarter, an increase of nearly 25% compared to the prior year [6][23] Business Line Data and Key Metrics Changes - The aftermarket business saw record bookings of almost $690 million, marking the fourth consecutive quarter above $600 million [8][10] - FPD (Flowserve Pump Division) delivered bookings growth of 21% year-over-year, with adjusted gross margins of 34.7%, an increase of 180 basis points [25] - FCD (Flowserve Control Division) experienced bookings growth of 10% and sales growth of 14%, with aftermarket bookings increasing by 19% [27] Market Data and Key Metrics Changes - Nuclear bookings exceeded $100 million for the third consecutive quarter, with power bookings up more than 45% year-over-year [10] - The company reported strong asset utilization in large process industries, with maintenance spending continuing as expected [16] - April bookings remained healthy across both run rate and aftermarket business [17] Company Strategy and Development Direction - The company is focused on mitigating tariff impacts through regional manufacturing and supply chain optimization [12][14] - The Flowserve business system is being leveraged to drive consistency and results across the organization, with expectations of margin expansion from the portfolio excellence program by 2027 [20][21] - The company is maintaining a critical eye on M&A opportunities to create long-term value [31] Management's Comments on Operating Environment and Future Outlook - Management acknowledged macroeconomic uncertainties but expressed confidence in the company's ability to navigate challenges and maintain strong performance [7][22] - The company reaffirmed its full-year guidance, expecting organic growth of 3% to 5% and adjusted earnings per share of $3.1 to $3.3 [33] - Management noted that while the end markets remain healthy, there is potential for a slowdown in the second half of 2025 due to tariff uncertainties [45] Other Important Information - The company repurchased $53 million of shares year-to-date at an average cost of $45 per share [31] - Cash from operations was a $50 million use of cash in the quarter, driven by higher temporary working capital requirements [29] Q&A Session Summary Question: Sustainability of bookings and outlook for the second half - Management indicated strong aftermarket bookings and a healthy project funnel, but acknowledged potential project deferrals due to macro uncertainties [39][46] Question: Guidance for Q2 and impact of tariffs - Management expects Q2 results to be similar or slightly better than Q1, with some mix headwinds anticipated [48][50] Question: Competitive footprint and pricing power - Management highlighted a competitive advantage in regional manufacturing and noted that pricing actions have been well-received [54][60] Question: Visibility into project pipeline - Management confirmed strong visibility into project orders, particularly in the nuclear sector, with limited project pushouts observed [88][93] Question: Mitigation of tariff impacts - Management outlined strategies to offset tariff impacts through pricing and supply chain initiatives, expecting to mitigate the full $90 to $100 million impact [96][100]

Financial Data and Key Metrics Changes - Bookings grew 18% year-over-year to $1,200 million, while revenue increased by 5% [4] - Adjusted gross margins expanded by 80 basis points to 33.5%, and adjusted operating margins reached 12.8%, resulting in incremental margins of over 50% [4] - Adjusted earnings per share was $0.72, reflecting a nearly 25% increase compared to the previous year [4][20] Business Line Data and Key Metrics Changes - Aftermarket bookings reached a record of almost $690 million, marking the fourth consecutive quarter above $600 million [6] - Nuclear bookings exceeded $100 million for the third consecutive quarter, with power bookings up more than 45% year-over-year [7] - FPD segment saw bookings growth of 21% and adjusted operating margin of 17.7%, while FCD segment experienced bookings growth of 10% and sales growth of 14% [22][24] Market Data and Key Metrics Changes - The company reported strong asset utilization in large process industries, with maintenance spending continuing as expected [14] - April bookings remained healthy across run rate and aftermarket business, with limited project deferrals observed in select industries [15] - The backlog stood at $2,900 million, providing a level of certainty for future revenues [16] Company Strategy and Development Direction - The company is focused on navigating the current tariff environment while building on strong first-quarter results [5] - Emphasis on the 8020 program to reduce complexity and improve margins, with expectations of 200 basis points of margin expansion by 2027 [18] - The company is leveraging its global footprint to optimize work locations and mitigate tariff impacts [12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the ability to execute at a high level despite macroeconomic uncertainties [5] - The company is monitoring customer behavior closely, with expectations of continued capital spending unless the macro environment worsens [42] - Overall visibility into project pipelines remains strong, particularly in the nuclear sector, which provides long-term revenue assurance [90][92] Other Important Information - The company repurchased $53 million of shares year-to-date at an average cost of $45 per share, viewing its share price as undervalued [27] - Adjusted primary working capital as a percentage of sales increased to 29.8%, with expectations for significant improvement in cash flow and working capital efficiency [26] Q&A Session Summary Question: Sustainability of bookings and outlook for the second half - Management noted strong aftermarket bookings and a healthy project funnel, but acknowledged potential uncertainties due to tariffs and macroeconomic conditions [36][42] Question: Guidance for Q2 and impact of tariffs - Management indicated that Q2 results are expected to be similar or slightly better than Q1, with some mix headwinds anticipated [45][48] Question: Competitive footprint and pricing power - The company highlighted its regional manufacturing advantages and noted that pricing actions have been well-received, with expectations for continued pricing power [52][60] Question: Visibility into project pipeline and potential pushouts - Management confirmed strong visibility into project pipelines, particularly in nuclear, with limited signs of project pushouts at this time [88][90] Question: Mitigation of tariff impacts - The company plans to offset tariff impacts through pricing actions and supply chain repositioning, with expectations to mitigate the full $90 to $100 million impact [94][96]

Core Viewpoint - Chengdu Zhonghuan Fluid Control Equipment Co., Ltd. announced the lifting of restrictions on 56,394,418 shares, accounting for 54.46% of the total share capital, effective from March 28, 2025 [1]. Summary by Sections Stock Release Details - The total number of shares released from restrictions is 56,394,418, which represents 54.46% of the company's total share capital [1][2]. - The reasons for the stock release include annual releases for directors, supervisors, and senior management, as well as voluntary releases and other specific circumstances [2]. Post-Release Share Capital Situation - After the release, the total number of unrestricted shares will be 98,960,709, which is 95.57% of the total share capital [2]. - The total share capital of the company is 103,550,000 shares [2]. Other Situations - There are no outstanding commitments from shareholders applying for the release of restrictions [2]. - There are no non-operational fund occupation situations involving shareholders applying for the release [2]. - The company has not engaged in any actions that would harm the interests of shareholders applying for the release [2]. Commitments from Shareholders - The actual controller of the company has committed not to transfer or delegate management of shares held directly or indirectly for 36 months from the date of listing [3][4]. - The commitment period for this restriction is from November 15, 2021, to November 14, 2024, and it has now expired [4]. Additional Notes - Shareholders who are subject to reduction disclosure requirements will fulfill their information disclosure obligations prior to any share reduction [5].

文/梧桐兄弟 3月18日晚，新奥股份、湖南发展、玉龙股份、春晖智控、康惠制药5家上市公司发布公告称，公司正在筹划重大资产重组事项/重大事项/控制权变更，其中新奥股 份、湖南发展、玉龙股份、康辉制药公司股票自2025年3月19日起开始停牌；春晖智控今天复牌，高开18.54%，开于16.24元/股，但随后回调，截至14点价格为 14.93元。 1、新奥股份（600803）公告称，公司正在筹划重大资产重组事项，可能涉及公司发行股份，标的公司属于天然气行业。 鉴于相关重大事项尚存在不确定性， 公司股票自 2025年3月19日（星期三）开市起停牌。 公司预计停牌时间不超过10个交易日。截至3月18日收盘，新奥股份股价 报19.65元/股，总市值为608.58亿元。 新奥股份主营业务为液化天然气生产/销售与投资，能源技术工程服务，甲醇等能源化工产品生产、销售与贸易，煤炭的开采、洗选与贸易，以及生物制农兽药原 料药及制剂的生产与销售。 | 证券代码 证券简称 | | 停复牌类型 | 停牌起始日 | 停牌期间 停牌终止日 复牌日 | | --- | --- | --- | --- | --- | | 600803 | 新奥股 ...