证券代码：300123 证券简称：亚光科技 亚光科技集团股份有限公司投资者关系活动记录表 编号：2025-007 | 投资者关 | ■特定对象调研 □分析师会议 | | --- | --- | | 系活动类 | □媒体采访 □业绩说明会 | | 别 | □新闻发布会 □路演活动 | | | □现场参观 □其他(请文字说明其他活动内容) | | | 任旭欢 国金证券 | | 参与单位 | 杨晓宇 中信资管 | | 名称及人 | 纪双陆 固禾基金 | | 员姓名 | 王登龙 金银谷投资 | | | 牛艺瑾 正圆基金 | | 时间 | 2025 年 9 月 10 日 | | 地点 | 公司会议室 | | 上市公司 | 饶冰笑 亚光科技副总经理、董事会秘书兼财务总监 | | 接待人员 | 杨晓瑜 成都亚光研发副总 | | 姓名 | 何 猛 成都亚光市场总监 | | | 刘梦瑶 亚光科技证券事务代表 | | | 1.上半年微波电路与组件营收下滑是因为确认收入延迟的原因吗，上半年各 | | | 个方向订单和确认收入情况如何，截至8月底各个方向订单和确认收入情况如何， | | | 未来如何展望？ | | | 回复：上半年收 ...

Group 1 - The actual controller and chairman of Yaguang Technology, Li Yuexian, has been placed under detention by the Xiah County Supervisory Committee, and the company is currently unaware of the progress and conclusion of this matter [1] - Yaguang Technology maintains a robust governance structure and internal control mechanisms, with daily operations managed by the senior management team, and all other board members and senior executives are performing their duties normally [1] - The company will continue to monitor the situation and will make appropriate arrangements while fulfilling its information disclosure obligations as required by laws and regulations [1] Group 2 - On June 27, Yaguang Technology announced that its controlling shareholder, Hunan Sunbird Holdings Co., Ltd., has changed its name to Hunan Haifei Holdings Co., Ltd., with the registration completed [2] - Li Yuexian holds nearly 80% of the shares in Sunbird Holdings, which, along with Li and other parties, owns 199 million shares of Yaguang Technology, accounting for 19.45% of the total share capital [2] - A significant portion of the shares held by Sunbird Holdings and Li Yuexian has been pledged, with 183 million shares pledged, representing 92.22% of their holdings and 17.94% of the total share capital [2] Group 3 - On June 23, Yaguang Technology announced a delay in the election of its board of directors and supervisory board, which are set to expire on June 23, 2025, to ensure continuity and stability in the company's operations [3] - The delay is in response to new regulations and the ongoing preparations for the election of the new board and supervisory board [3]

Core Viewpoint - Weichai Heavy Machinery (000880.SZ) announced plans to acquire 100% equity of Changzhou Fiberglass Shipyard Co., Ltd. from its controlling shareholder, Weichai Holding Group Co., Ltd., for a transaction price of 492 million yuan [1] Group 1: Company Overview - Changzhou Fiberglass Shipyard Co., Ltd. primarily engages in the research and production of various types of vessels, including composite, steel, and aluminum boats under 30 meters [1] - The main products of Changzhou Fiberglass Shipyard include public service vessels, workboats, and leisure boats [1] Group 2: Strategic Expansion - In 2022, Changzhou Fiberglass Shipyard established a wholly-owned subsidiary, Bo Xing Company, to invest in the construction of the Weichai (Qingdao) Marine Equipment Manufacturing Center project, aiming to expand its business into vessels over 30 meters and under 80 meters [1]

在潍柴重机看来，公司与常玻公司可以产生多重协同效果。比如，潍柴重机实现产业链条的延伸，实现 动力系统与船体制造的垂直整合，潍柴重机和常玻公司可在产品开发阶段即进行技术适配性优化，将船 用柴油机、发电机组、推进器与船体设计深度集成，优化动力匹配效率，降低能耗与排放，提升产品竞 争力等。 值得注意的是，2024年度，常玻公司净利润为亏损3373.75万元，在2025年1月至2月延续亏损。对此， 潍柴重机解释称：一方面，系受公务船艇订单需求波动影响，公务船艇收入占常玻公司营业收入比例通 常在60%以上；另一方面，渤星公司的主要项目尚处于竣工验收备案阶段。 本次交易在此前已经预告，7月14日至15日期间，潍柴重机连续涨停。在股票交易异常波动公告中，潍 柴重机曾透露正筹划收购常玻公司股权事宜。在信息披露后，潍柴重机股价在后三个交易日再涨超 20%。 对于本次交易目的，潍柴重机表示，在深入实施国有企业改革深化提升行动，推动国有企业高质量发 展，鼓励上市公司通过并购重组加强产业整合的背景下，公司为完善产业布局，拓展船艇业务板块，打 造新的业务增长点，增强公司综合竞争力。 据了解，潍柴重机长期以来一直在寻找合适的下游船艇制造 ...

Core Viewpoint - The company plans to acquire 100% equity of Changzhou Fiberglass Shipyard Co., Ltd. from its controlling shareholder, Weichai Holding Group Co., Ltd., for a total cash consideration of RMB 491.6694 million, aiming to enhance its industrial layout and expand its boat manufacturing business [1][2][3]. Transaction Overview - The transaction involves the acquisition of Changzhou Fiberglass Shipyard Co., Ltd., which will become a wholly-owned subsidiary of the company after the completion of the transaction [2][3]. - The registered capital of Changzhou Fiberglass Shipyard is RMB 630 million, with paid-in capital of RMB 230 million and an unpaid subscribed capital of RMB 400 million, which the company will fulfill [1][2]. Transaction Approval Process - The transaction has been reviewed and approved by the company's independent directors and submitted to the board for approval, with related directors abstaining from voting [2][3]. - The transaction requires approval from relevant state-owned asset supervision and management departments and must be submitted to the shareholders' meeting for voting, with related shareholders abstaining [2][3]. Financial Data of Weichai Group - As of the end of 2024, Weichai Group reported revenue of RMB 230.908 billion, net profit of RMB 14.355 billion, and net assets of RMB 128.353 billion [4]. Overview of the Target Company - Changzhou Fiberglass Shipyard specializes in the research, production, and sales of various types of boats, primarily focusing on public service boats, working boats, and leisure boats [5][10]. - The company has a wholly-owned subsidiary, Boxin Shipbuilding Technology (Qingdao) Co., Ltd., which is involved in the development of larger boats [5][10]. Financial Performance of Changzhou Fiberglass Shipyard - The company has faced operating losses primarily due to fluctuations in demand for public service boats, which constitute over 60% of its revenue [9][10]. - The subsidiary, Boxin Company, has not yet released significant performance, with revenue of RMB 5.0617 million in 2024 [10]. Market Potential and Competitive Advantages - The domestic market for boats between 30-80 meters is projected to have significant growth, with Boxin Company expected to produce 30 boats annually once fully operational [11][25]. - The company has established a strong competitive position in the boat manufacturing sector, benefiting from rich business resources, complete infrastructure, and geographical advantages [11][12]. Strategic Importance of the Transaction - The acquisition aligns with national policies supporting the development of the shipbuilding industry and aims to enhance the company's competitive edge by integrating power systems with boat manufacturing [23][24]. - The transaction is expected to improve resource allocation efficiency, enhance profitability, and strengthen the company's market position [25][26].

Core Viewpoint - Weichai Heavy Machinery (000880.SZ) plans to acquire 100% equity of Changzhou FRP Shipyard Co., Ltd. from its controlling shareholder, Weichai Holding Group Co., Ltd., for a transaction price of 492 million yuan, which will make Changzhou FRP Shipyard a wholly-owned subsidiary of the company [1] Group 1: Acquisition Details - The transaction price for the acquisition is set at 492 million yuan [1] - After the acquisition, the registered capital of Changzhou FRP Shipyard, which is 400 million yuan, will be fully funded by the company [1] - Changzhou FRP Shipyard specializes in the research and production of various types of vessels under 30 meters, including composite, steel, and aluminum boats [1] Group 2: Business Expansion - The main products of Changzhou FRP Shipyard include public service vessels, working boats, and leisure boats [1] - In 2022, Changzhou FRP Shipyard established a wholly-owned subsidiary, Boxin Company, to invest in the Weichai (Qingdao) Marine Equipment Manufacturing Center project, expanding its business into vessels between 30 meters and 80 meters [1] Group 3: Strategic Implications - The acquisition is expected to enhance the company's industrial concentration and resource allocation efficiency through professional integration of upstream and downstream assets in the shipbuilding sector [1] - This move aims to improve the company's industrial layout, fully leverage business synergies, and open up new growth opportunities [1]

Core Viewpoint - Weichai Heavy Machinery is planning to acquire 100% equity of Changzhou FRP Shipyard, a wholly-owned subsidiary of its controlling shareholder, Weichai Group, to enhance its industrial layout and expand its boat business segment, creating new growth points [1] Company Summary - Weichai Heavy Machinery's main business includes the development, manufacturing, and sales of marine engines and power generation equipment ranging from 30 horsepower to 13,600 horsepower, as well as diesel engine components and marine gearboxes [1] - The acquisition, if successful, will make Changzhou FRP Shipyard a wholly-owned subsidiary of Weichai Heavy Machinery, increasing the company's asset scale and diversifying its revenue sources, thereby enhancing its competitiveness and promoting high-quality development [1] Industry Summary - Changzhou FRP Shipyard is a leading enterprise in the domestic high-performance boat sector, focusing on the research and production of various types of boats under 30 meters, including public service boats, workboats, and leisure boats [1] - The boat industry in China is rapidly developing, with a trend towards new energy and intelligent technologies, such as hydrogen fuel cell yachts and AI navigation assistance systems [2] - The industry is experiencing increased concentration, with resources being optimized towards leading enterprises, which could enhance overall competitiveness in the sector following the acquisition [2]

Core Viewpoint - The market enthusiasm for computing power infrastructure has been reignited with Huang Renxun's visit to China and the potential lifting of restrictions on H20, leading to significant stock performance in related companies like Weichai Heavy Machinery. Group 1: Stock Performance - Weichai Heavy Machinery's stock has achieved a historical high of 45.78 CNY per share, marking a total market capitalization of 15.17 billion CNY, with a three-day consecutive limit-up performance [1] - Since September 24 of the previous year, Weichai Heavy Machinery's stock has surged over 441%, increasing from a low of 8.48 CNY per share to the current price, representing more than a fivefold increase [2] Group 2: Financial Performance - Weichai Heavy Machinery expects to achieve a net profit attributable to shareholders of 132 million to 151 million CNY in the first half of this year, reflecting a year-on-year growth of 40% to 60% [4] - The company's net profit after deducting non-recurring gains and losses is projected to be between 124 million and 147 million CNY, indicating a growth of 35% to 60% compared to the same period last year [5] Group 3: Strategic Developments - Weichai Heavy Machinery announced plans to acquire 100% equity of Changzhou Fiberglass Shipyard Co., Ltd., a wholly-owned subsidiary of Weichai Group, using its own funds [6] - The acquisition aims to enhance the company's industrial concentration and resource allocation efficiency, thereby improving profitability and sustainable development capabilities [9] Group 4: Industry Trends - The AIDC sector has seen a surge in capital investment from major Chinese internet companies, leading to a wave of speculation in the capital market, particularly for companies like Weichai Heavy Machinery [10] - The supply-demand tightness in the diesel generator set market is expected to drive price increases, with domestic manufacturers making significant breakthroughs and continuing the trend of domestic substitution [11]

Overview of the Transaction - Weichai Heavy Machinery is planning to acquire 100% equity of Changzhou Fiberglass Shipyard Co., Ltd. from its controlling shareholder, Weichai Holding Group, using its own funds [1][2] - The transaction will be conducted in cash and will not involve the issuance of shares or change the control of the company [1][2] - The transaction is still in the planning stage and requires further decision-making and approval processes [2] Purpose and Impact of the Transaction - The acquisition aims to enhance the company's industrial layout, expand its boat business segment, and create new growth points [1][4] - It is expected to improve the company's competitiveness and resource allocation efficiency, thereby increasing profitability and sustainable development capabilities [4][8] - After the transaction, Changzhou Fiberglass Shipyard will become a wholly-owned subsidiary, contributing to the company's asset scale and revenue sources [4][8] Financial Data of the Target Company - As of 2024 and the first two months of 2025, the total assets of Changzhou Fiberglass Shipyard are approximately 870.62 million RMB and 922.25 million RMB, respectively [6] - The total liabilities for the same periods are approximately 649.91 million RMB and 695.48 million RMB [6] - The company reported a net profit of -59.24 million RMB for 2024 and -33.74 million RMB for January-February 2025 [8] Basic Information of the Target Company - Changzhou Fiberglass Shipyard was established on January 1, 1979, with a registered capital of 630 million RMB [7] - The company specializes in the research, design, and production of various types of boats, including composite, steel, and aluminum vessels [4][7] - It has received multiple national-level awards and holds over 70 patents, establishing itself as a leader in the high-performance boat sector in China [4][8]

Core Viewpoint - Weichai Heavy Machinery is planning to acquire the equity of its wholly-owned subsidiary, Changzhou FRP Shipyard, while its stock has experienced significant price fluctuations, indicating market interest in its operations and potential growth areas [1] Group 1: Company Developments - The company announced that its stock price had deviated by over 20% over two consecutive trading days, indicating abnormal trading activity [1] - The planned acquisition of Changzhou FRP Shipyard does not constitute a major asset restructuring according to preliminary assessments [1] - Changzhou FRP Shipyard specializes in the research and production of various types of vessels under 30 meters, including government, work, and leisure boats [1] Group 2: Market Focus - The company has noted increased market attention towards computing power concepts and data center power supply sectors [1] - Weichai Heavy Machinery develops, manufactures, and sells engines and power integration systems for marine power and generating equipment, with no changes to its main business operations [1] - The company's generator products can serve as backup power sources for data centers, although the scale and development speed of downstream markets like computing power remain uncertain [1]