General Provisions - The company establishes a Nomination Committee to regulate the selection of leadership personnel and optimize the composition of the board of directors [1][2] - The Nomination Committee is responsible for proposing candidates for directors and senior management, and it reports directly to the board of directors [1][2] Composition of the Committee - The Nomination Committee consists of three directors, with a majority being independent directors who also serve as the convener [2][3] - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [2][3] Responsibilities and Authority - The committee is tasked with drafting selection criteria and procedures for directors and senior management, and it reviews candidates' qualifications [2][8] - It proposes nominations for directors and appointments or dismissals of senior management to the board [2][8] Decision-Making Procedures - The committee conducts research on the qualifications for new directors and senior management, and submits its decisions to the board for approval [2][10] - The selection process includes communication with relevant departments, searching for candidates, and conducting qualification reviews [3][4] Meeting System - The committee holds meetings as needed, with a requirement for two-thirds of members to be present for decisions to be valid [5][12] - Meeting records must be kept for at least ten years, documenting key details such as date, participants, and voting results [6][19] Supplementary Provisions - The implementation rules take effect upon approval by the board and are subject to relevant national laws and regulations [7][22] - The board holds the authority to interpret these rules [7][24]

Meeting Details - The 11th meeting of the 6th Supervisory Board of Zhuzhou Tianqiao Crane Co., Ltd. was held on August 15, 2025, via communication means [1] - The meeting was attended by all 5 supervisors, and it was chaired by Mr. Liu Chunlei [1] Resolution Summary - The Supervisory Board unanimously approved the "2025 Semi-Annual Report and its Summary" with a voting result of 5 votes in favor, 0 against, and 0 abstentions [1] - The procedures for preparing and reviewing the semi-annual report comply with relevant laws, regulations, and the requirements of the China Securities Regulatory Commission [1] - The report accurately reflects the company's actual situation without any false records, misleading statements, or significant omissions [1]

Group 1 - The core viewpoint of the news is that Zhuzhou State-owned Assets Investment Holding Group Co., Ltd. is committed to increasing its stake in Zhuzhou Tianqiao Crane Co., Ltd. to enhance investor confidence and recognize the company's long-term investment value [1][2] - The share buyback plan is set to start on May 13, 2025, for a duration of six months, with a planned investment amount between RMB 75 million and RMB 150 million, and a maximum purchase price of RMB 5.00 per share [1][2] - As of August 12, 2025, Zhuzhou Guotou has acquired 13,088,200 shares, representing 0.92% of the total share capital, with a total investment of approximately RMB 46.61 million at an average price of RMB 3.56 per share [2] Group 2 - The buyback plan complies with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [3] - The implementation of the buyback plan will not change the control of the company or affect the distribution of shares in a way that violates listing conditions [3] - Zhuzhou Guotou has committed to adhering to regulations regarding share trading and will not reduce its holdings during the buyback period [3]

Group 1 - The controlling shareholder, Zhuzhou State-owned Assets Investment Holding Group Co., Ltd., has confidence in the company's future development and plans to increase its shareholding [1][3] - The shareholding increase plan started on May 13, 2025, and will last for six months, with a planned investment amount between RMB 75 million and RMB 150 million, at a price not exceeding RMB 5.00 per share [1][2] - As of August 12, 2025, the controlling shareholder has acquired 13,088,200 shares, representing 0.92% of the total share capital, with a total investment amount accounting for 25.00% of the planned increase [3] Group 2 - The company will continue to disclose information in accordance with relevant laws and regulations during the implementation of the shareholding increase plan [3] - The controlling shareholder has committed to not reduce its shareholding during the increase period and to avoid insider trading and short-term trading behaviors [3] - The company acknowledges potential uncertainties in the implementation of the shareholding increase plan due to market conditions [3]

Financial Data and Key Metrics Changes - The company generated $540 million in revenue for Q2 2025, a decrease of 4% year over year [21] - Adjusted EBITDA was $26 million, down $10 million year over year [22] - Orders totaled $454 million, an increase of 6% from the previous year, resulting in a backlog of $729 million [20] - Non-new machine sales were $162 million, up 10% year over year [22] - The net leverage ratio increased to approximately four times, with a focus on bringing it back below three times by year-end [25] Business Line Data and Key Metrics Changes - The European Tower Crane business saw new machine orders up 104% year over year [20] - Non-new machine sales reached a record $659 million on a trailing twelve-month basis [22] - The MGX distribution business experienced higher orders as end customers locked in pricing on in-stock units [21] Market Data and Key Metrics Changes - In Europe, demand varied by country, with slow demand in the UK, Netherlands, and France, while Spain, Italy, and Germany showed signs of optimism [8] - The Middle East market is experiencing dynamic growth, particularly in Saudi Arabia and UAE, with significant infrastructure projects underway [12] - In Asia, China faces economic headwinds, while Korea shows improving sentiment due to pro-business initiatives [13] Company Strategy and Development Direction - The company continues to execute its Cranesville 50 strategy, focusing on strengthening its aftermarket business and enhancing customer service [26] - A new service branch was opened in Warsaw, Poland, and expansions occurred in Sydney, Australia, Nantes, France, and Nashville [26] - The company is transitioning from a product-focused to a customer-oriented culture, enhancing its service capabilities [27] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about long-term demand despite current uncertainties around tariffs and pricing [15] - The company anticipates a drag on demand in the U.S. due to significant uncertainty around tariffs, leading to delayed purchasing decisions [15] - Management expects to achieve the low end of previously issued adjusted EBITDA guidance of $120 million to $145 million for the full year [25] Other Important Information - The company achieved a recordable injury rate of 0.67 for the first half of the year, reflecting ongoing safety improvements [7] - The full-year gross impact of tariffs is now estimated at $35 million, with plans to mitigate 90% of these costs [5] Q&A Session Summary Question: What is the expected duration of the backlog and EBITDA cadence for the next quarters? - Most of the backlog is expected to ship this year, with Q4 typically being stronger than Q3 [33] Question: How do regional dynamics affect orders? - The Americas show mixed results, with strong demand in the MGX distribution business but challenges in the dealer-oriented legacy business [34] Question: What is the impact of tariffs on pricing and demand? - The company is experiencing a 15% tariff on certain products, leading to cautious purchasing behavior among customers [44][46] Question: How is the company offsetting the tariff impacts? - The company is implementing price increases to mitigate the tariff impacts [48] Question: What adjustments are being made to protect cash flow? - The company is adjusting build schedules based on backlog and order trends to avoid overwhelming the supply chain [65]

Core Viewpoint - The Trump administration's proposed 100% tariff on Chinese-manufactured cranes has faced strong opposition from the U.S. port industry, which argues that such measures would hinder development opportunities and impose significant costs on American ports [1][4]. Industry Impact - Approximately 80% of the cranes used in U.S. ports are manufactured in China, with ZPMC holding a dominant market share. The price of a Chinese crane is around $15 million, significantly lower than competitors by several million dollars [2][5]. - The U.S. port operators are urgently requesting the government to delay the tariff implementation, as it could lead to tens of millions of dollars in additional costs for equipment updates, which would ultimately be borne by U.S. stakeholders [1][7]. Government Actions - The tariff discussions began in May, with the U.S. Trade Representative's office holding a tense hearing on imposing tariffs ranging from 20% to 100% on various types of unloading equipment. Despite industry objections, the government has decided to proceed with the controversial policy [4][9]. - There are currently no domestic manufacturers of cranes in the U.S., and only three global companies can produce the required equipment, with European manufacturers unable to meet U.S. demand in the short term [5][7]. Long-term Consequences - The proposed tariffs, combined with existing 25% tariffs from the Biden administration, could exacerbate vulnerabilities in the U.S. port supply chain and negatively impact the competitiveness of U.S. ports globally [7][9]. - The U.S. government's approach to impose tariffs on Chinese cranes and high port fees on Chinese vessels reflects a broader strategy to revive domestic manufacturing, but it may ultimately harm U.S. interests by limiting access to essential equipment [9][10]. Market Dynamics - The rise of Chinese manufacturing is attributed to years of technological accumulation, management innovation, and market expansion, rather than unfair competition. The U.S. government's attempts to reverse market choices through administrative means are seen as unrealistic [10][12]. - The protectionist policies may lead to delays in port equipment upgrades, affecting operational efficiency and increasing logistics costs, which could diminish the price competitiveness of U.S. exports [12].

Core Viewpoint - U.S. port operators are urging the Trump administration to delay new tariffs on Chinese-made cranes, warning that costs for essential port equipment upgrades could soar by tens of millions of dollars if the tariffs are implemented [1][4]. Group 1: Tariff Implications - The proposed tariffs would add to the existing 25% tariff on Chinese cranes established during the Biden administration, with additional tariffs being considered on other Chinese goods [1][5]. - U.S. port operators argue that the tariffs would unfairly penalize ports that have already placed orders for cranes before the new policy was announced, without addressing the severe shortage of non-Chinese manufactured cranes [1][5]. Group 2: Market Dynamics - Currently, 80% of the cranes used at U.S. ports are manufactured in China, primarily by ZPMC, which significantly outpaces competitors like Konecranes and Liebherr [2][4]. - The average price of a Chinese-made crane is approximately $15 million, which is several million dollars lower than the cheapest non-Chinese alternatives [5]. Group 3: Domestic Production Challenges - U.S. port officials indicate that establishing sufficient domestic production capacity for cranes could take around ten years, highlighting the urgent need for a transition period [4][7]. - The American Association of Port Authorities (AAPA) supports the goal of domestic crane production but emphasizes the necessity of tax incentives to stimulate local manufacturing capabilities [5]. Group 4: Broader Economic Concerns - U.S. government officials express concerns that China's dominance in critical infrastructure poses risks to both the economy and national security, with allegations of potential espionage capabilities in Chinese cranes [4][5]. - The U.S. Trade Representative (USTR) is currently reviewing tariff measures on Chinese equipment, with discussions focusing on imposing tariffs ranging from 20% to 100% on various cargo handling equipment [5][8].

Core Viewpoint - The announcement details the increase in shareholding by Zhuzhou State-owned Assets Investment Holding Group Co., Ltd. in Zhuzhou Tianqiao Crane Co., Ltd., reflecting confidence in the company's future development and long-term investment value [1][2]. Summary by Relevant Sections Shareholding Increase - Zhuzhou State-owned Assets Investment Holding Group Co., Ltd. has increased its shareholding by 1,308.82 million shares, representing 0.92% of the total share capital, bringing its total shareholding to 25.00% [1][2]. - The increase occurred between May 30, 2025, and July 7, 2025, through centralized bidding [1]. Investment Plan - The controlling shareholder had previously announced a plan to increase its shareholding by no less than RMB 75 million and no more than RMB 150 million, with a maximum purchase price of RMB 5.00 per share [1][2]. - The company has confirmed that the increase does not violate any previously disclosed plans or commitments [2]. Compliance and Regulations - The announcement states that the shareholding increase complies with the Securities Law and other relevant regulations, with no violations reported [2].

Group 1 - The US-China trade war has temporarily eased following the Geneva agreement, where the US canceled 91% of tariffs and China reciprocated, leading to a rise in global stock indices and increased shipping activity [4][6] - Despite the temporary resolution, the US Trade Representative's office is considering imposing a 100% tariff on Chinese-made cranes and additional tariffs on other loading equipment, which could significantly impact US ports [6][7] - The US does not produce large cranes domestically, relying heavily on Chinese manufacturers, raising questions about the US's contradictory stance of wanting to sanction China while being dependent on its manufacturing capabilities [9] Group 2 - The issue of rare earth exports from China remains unresolved, with China controlling 60% of global rare earth mining and 90% of refining capabilities, which are critical for US high-tech products [13][15] - The US is actively seeking alternative sources for rare earths, but establishing new mines is a lengthy process, and current US technology for rare earth separation is still in the experimental stage [15][16] - The urgency for US military companies to reduce reliance on Chinese rare earths is evident, but achieving this in a short timeframe is unrealistic, suggesting a need for negotiations with China to address tariff issues and rare earth supply [16][18] Group 3 - President Trump's announcement of a $175 billion investment in the "Iron Dome" missile defense system, now referred to as "Gold Dome," reflects ongoing US concerns about perceived threats from China [20][22] - The project aims to integrate space interception technology and is positioned as a response to the challenges posed by China, although experts warn of significant technical hurdles [22][25] - The contradictory actions of the US, such as expressing willingness to engage with China while simultaneously planning tariffs and military investments, highlight the complexities of US-China relations [25]

Core Insights - Henan entrepreneurs are reshaping the consumer market landscape with notable companies like Mixue Ice City, Pop Mart, and Pang Donglai, referred to as the "three elephants" from Henan [1] - Pop Mart has transformed into a billion-dollar empire, with its IP Labubu becoming a global trendsetter [2] - Mixue Group leads the world in the number of beverage stores, with a market value exceeding HKD 200 billion [3] - Pang Donglai has gained popularity due to its unique business model, becoming a model for imitation in the industry [4] Group 1: Business Philosophy - Henan merchants combine Confucian moderation with long-term business strategies, focusing on building core competencies in niche markets [5] - Many successful Henan companies have taken decades to establish themselves as leaders in their respective categories, starting from traditional retail [6] - A pragmatic approach to business, including precise positioning and detailed operations, has helped many Henan entrepreneurs create industry barriers [7] Group 2: Corporate Culture - The spirit of "义利" (benefit and righteousness) is a foundational aspect of Henan merchants, exemplified by generous employee benefits and profit-sharing mechanisms [8] - Notable examples include the founder of a crane company who spent nearly 10 million on a trip for over 4,000 employees' parents, and Pang Donglai's high employee salaries and benefits [8][9] - The philosophy of sharing value and reducing employee pressure is emphasized by leaders like Yu Donglai [9] Group 3: Innovation - Henan entrepreneurs are characterized by their willingness to innovate and explore uncharted territories [10] - Pop Mart, initially underestimated, achieved profitability after years of losses and has seen a significant increase in overseas revenue, with a 480% year-on-year growth in Q1 2025 [11] - Other companies like Guoquan Shihui and Duofuduo have also emerged as leaders in their respective markets, showcasing the innovative spirit of Henan businesses [13][14]