证券代码：002798 证券简称：帝欧家居 公告编号：2025-079 债券代码：127047 债券简称：帝欧转债 帝欧家居集团股份有限公司 本公司及全体董事会成员保证信息披露内容的真实、准确和完整，没有虚假 记载、误导性陈述或者重大遗漏。 帝欧家居集团股份有限公司（以下简称"公司"）于 2025 年 6 月 20 日召开 第五届董事会第三十五次会议，审议通过了《关于变更注册资本、修订 <公司章> 程>及相关议事规则的议案》并提请股东会审议，公司于 2025 年 7 月 10 日召开 公司近日取得了由成都市市场监督管理局换发的《营业执照》，同时新修订 一、本次工商变更登记的主要事项 万元"。 除上述变更外，营业执照其他内容无变化。 二、新取得营业执照的基本信息 名称：帝欧家居集团股份有限公司 统一社会信用代码：915120002068726561 类型：股份有限公司(港澳台投资、上市)(外资比例低于 25%) 住所：四川省成都东部新区贾家街道工业开发区 法定代表人：朱江 注册资本：40514.794900 万人民币元 的《公司章程》同步完成工商备案手续，具体内容如下： 帝欧家居集团股份有限公司 特此公告。 董 ...

与此同时，纾困发展基金还计划自7月16日起6个月内继续通过集中竞价交易、大宗交易等方式增持公司 股份，或增持公司发行的"帝欧转债"，拟增持的金额合计不低于4000万元，且不高于6000万元。 公告显示，公司董事长朱江及其一致行动人水华互联计划分别增持公司股票金额为1000万元和2000万 元，同时双方均自愿承诺此次增持计划增持的股份，自增持计划完成之日起锁定期3年，彰显其对公司 长期发展的信心。此外，基于对公司发展前景的坚定信心和对公司长期投资价值的认可，帝欧家居新一 届董事和高级管理人员团队部分成员也承诺拟增持公司股份。 值得一提的是，7月16日，帝欧家居对外披露公告称，公司持股5%以上股东四川发展证券投资基金管理 有限公司-四川资本市场纾困发展证券投资基金合伙企业(有限合伙)(以下简称"纾困发展基金")基于对公 司发展前景的认可，于2025年6月24日至2025年7月14日，通过深圳证券交易所交易系统集中竞价的方式 增持公司股份498.63万股，通过增持"帝欧转债"3.94万张并转股的方式增持公司股份77.31万股。 作为国内领先的卫浴、建筑陶瓷产品的研发生产制造企业之一，帝欧家居旗下拥有"帝王"洁具、" ...

Group 1: Equipment and Industry Performance - The implementation of large-scale equipment renewal policies has accelerated equipment updates in key sectors, leading to stable production growth [1] - In the period from May last year to May this year, the invoice amounts for machinery equipment purchases in the non-ferrous and steel industries increased by 2.8 times and 92.1% respectively [1] - The sales revenue from key sectors achieved a year-on-year growth of 4.3%, surpassing the provincial average growth rate by 9.2 percentage points [1] Group 2: Consumer Goods and Market Trends - The consumption of home appliances has increased significantly, with retail sales of refrigerators and daily household appliances rising by 1.1 times and 36.6% respectively [2] - The retail sales of smart home products, particularly furniture and sanitary ware, saw substantial growth, with increases of 55.4% and 27.1% respectively [2] - The "old-for-new" policy for automobiles has led to a year-on-year increase of 11.8% in new car retail sales across the province [2] - Overall, the retail sales revenue in the province grew by 4.8% year-on-year, exceeding the provincial average growth rate by 9.7 percentage points, highlighting the role of consumption in driving economic circulation and high-quality development [2]

Core Points - HUIDA Sanitaryware Co., Ltd. is established as a joint-stock company in accordance with the Company Law of the People's Republic of China and other relevant regulations [1][2] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 71.04 million shares on April 5, 2017, and is listed on the Shanghai Stock Exchange [3][4] - The registered capital of the company is RMB 380,664,968 [2][6] Chapter Summaries Chapter 1: General Provisions - The purpose of the articles is to protect the legal rights of the company, its shareholders, employees, and creditors [1] - The company is registered in Tangshan, Hebei Province, and has a unified social credit code [2] - The company is a permanent joint-stock company [2] Chapter 2: Business Objectives and Scope - The company's business philosophy emphasizes "people-oriented, quality first, and pursuit of innovation" [3][4] - The business scope includes manufacturing and sales of sanitary ceramics, furniture, building materials, and various household products [5] Chapter 3: Shares - The company's shares are issued in the form of stocks, with all shares having equal rights [6][7] - The total number of issued shares is 380,664,968, all of which are ordinary shares [6][7] Chapter 4: Shareholders and Shareholders' Meeting - Shareholders have rights to dividends, attend meetings, supervise the company, and transfer their shares [12][13] - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [48][49] - The shareholders' meeting is the company's authority body, responsible for electing directors and approving major transactions [20][21]

Group 1 - The National Development and Reform Commission (NDRC) plans to issue the third batch of funds for the "old for new" consumption policy in July, ensuring orderly implementation throughout the year [2] - A total of 200 billion yuan will be allocated to support equipment upgrades through special long-term government bonds, with the first batch of approximately 173 billion yuan already allocated to around 7,500 projects across 16 sectors [2] - Consumers can receive subsidies for purchasing new digital products such as smartphones, tablets, and smartwatches, with a subsidy of 15% of the final sales price, capped at 500 yuan per item [2] Group 2 - The implementation of vehicle scrapping and replacement subsidies will be managed at the provincial level, with financial support being allocated based on performance in 2024 [3] - Subsidies for new vehicles will vary based on the price range, with fuel vehicles receiving up to 13,000 yuan and new energy vehicles up to 15,000 yuan depending on the price bracket [3] - Consumers can receive a 15% subsidy for purchasing energy-efficient home appliances, with a maximum subsidy of 2,000 yuan per item [4] Group 3 - A 15% subsidy will be provided for materials used in partial renovations of old houses, with a maximum subsidy of 30,000 yuan per household [5]

Investment Rating - The report maintains a recommendation for the building materials industry [2] Core Views - The real estate chain is stabilizing due to continued policy support, and industrial transformation is aiding fundamental recovery [1] - The cement market is experiencing weak demand and price fluctuations, while the float glass market is seeing price declines and weak shipments [1][12][13] - The consumption building materials sector is benefiting from ongoing "good housing" construction initiatives, with leading companies in sub-sectors maintaining their advantages [15][16] Summary by Sections 1. Weekly Core Views - Cement Industry: Demand remains poor, with prices continuing to decline. The national average cement price fell by 0.9% week-on-week, with significant price drops in regions like North China and South China [12][22] - Float Glass Industry: Prices are declining, with the national average price at 1200 RMB/ton, down 7.14 RMB/ton from the previous week. The market is facing weak demand and cautious purchasing behavior [13] - Fiberglass Industry: The price of non-alkali roving remains stable, while electronic yarn prices are seeing slight increases due to tight supply [14] - Consumption Building Materials: The government is emphasizing affordable housing and youth apartment supply, which is expected to boost demand for consumption building materials [15][16] 2. Industry Dynamics - Macro: The e-commerce logistics index in May rose to 111.6 points, indicating a steady increase in supply and demand [20] - Real Estate: Policies are being implemented to enhance community services and support flexible employment in housing funds [20] - Infrastructure: Investment in railway and civil aviation construction is expected to grow, with significant projects planned for unconventional water development [21] 3. Recommended Stocks - Weixing New Materials: Transitioning to a system integration service provider with a focus on risk control and sustainable growth [17] - Mona Lisa: Aiming for high-end market positioning with continuous improvement in operational quality [18] - Keshun Co.: Expected recovery in profitability as the waterproofing industry consolidates [19] - North New Materials: Expanding globally with a focus on gypsum board and related products [19] - Dongpeng Holdings: Diversifying product offerings to meet comprehensive consumer needs [19]

Core Viewpoint - The control of Diou Home (帝欧家居) is changing hands as the actual controllers Liu Jin, Chen Wei, and Wu Zhixiong have signed an agreement with Zhu Jiang, the actual controller of Chengdu Shuihua Huilian Technology Co., Ltd. (水华互联), making them concerted actors, which leads to a shift in the company's control [1][2]. Group 1: Control Change - The actual controllers of Diou Home have formed a concerted action with Zhu Jiang, resulting in a combined shareholding of 26.46% [1][2]. - Zhu Jiang's involvement includes four cooperation conditions, such as converting the current convertible bonds at a price of 5.1 yuan per share and providing liquidity support when necessary [1][2]. Group 2: Historical Context - Diou Home was originally established as Diwang Sanitary Ware in 1994 and went public in 2016, later acquiring Foshan's leading ceramic company, Oushennuo, for nearly 2 billion yuan [3][4]. - The merger was seen as a "snake swallowing an elephant" scenario, as Oushennuo had significantly higher revenue and market presence compared to Diwang Sanitary Ware [3][4]. Group 3: Financial Performance - Diou Home has faced declining performance, with consecutive net losses over three years, totaling over 2.736 billion yuan [6][7]. - The company's revenue dropped from 41.12 billion yuan in 2022 to 27.4 billion yuan in 2024, with net losses of 15.09 billion yuan, 6.58 billion yuan, and 5.69 billion yuan respectively [6][7]. - The asset-liability ratio increased to 72.33% in 2024, indicating heightened short-term debt pressure and weakened repayment capacity [7]. Group 4: Market Position and Future Outlook - The stock price of Diou Home has plummeted from a high of 43.7 yuan per share in 2020 to 5.79 yuan per share, resulting in a market capitalization of only 2.282 billion yuan [7]. - The entry of Zhu Jiang, perceived as a "capital player," raises questions about whether Diou Home can reverse its current operational challenges [7][8].

以下文章来源于鸿途FLY ，作者X编辑 鸿途FLY . 大展宏图 曾坐拥170多亿市值的卫浴行业领军企业帝欧家居，正站在命运的十字路口，等待是否被"卖身"的决 定。 据帝欧家居最新披露的公告显示，公司控股股东、实际控制人刘进、陈伟、吴志雄正在筹划一致行动变 更等事项，该事项可能涉及公司控制权变更。而相关方为公司持股5%以上股东成都水华智云科技有限 公司的实际控制人朱江。 回溯帝欧家居的创业历程，堪称卫浴界的"桃园三结义"传奇。九十年代，刘进、陈伟与吴志雄三人凭借 玛瑙生意掘得第一桶金，随后敏锐捕捉市场机遇，转战亚克力洁具领域。 之后，公司更名为帝王洁具，并于2016年成功登陆资本市场。2017年，帝王洁具上演"蛇吞象"式并购， 将陶瓷巨头欧神诺收入麾下，更名为帝欧家居。此次并购一度为公司带来营收与净利润的爆发式增长。 然而，此番控制权发生"松动"的背后，帝欧家居的市值较高点蒸发超百亿，公司业绩也连年下滑。2021 年至2024年，公司营收从61.47亿元断崖式下滑至27.41亿元；2022年至2024年，公司的归母净利润更是 连续三年深陷亏损泥潭。 在业绩承压的严峻形势下，帝欧家居不断缩减员工规模，或借此降低 ...

Core Viewpoint - The control of Diou Home (SZ002798) has changed hands to Zhu Jiang, Liu Jin, Chen Wei, and Wu Zhixiong as of June 5, 2023, following the signing of a concerted action agreement. Zhu Jiang is the actual controller of Chengdu Shuihua Hulian Technology Co., which holds 100% of Chengdu Shuihua Zhiyun Technology Co., a significant shareholder of Diou Home [1][2][4]. Group 1: Control Change and Shareholding - On June 5, 2023, Diou Home announced a change in its actual controller to Zhu Jiang and others, indicating a shift in company governance [1][4]. - As of the announcement date, Zhu Jiang and his concerted actors hold a combined 26.46% equity in Diou Home, establishing them as the actual controllers [4][6]. - Prior to this, on May 17, 2023, Shuihua Zhiyun had increased its stake in Diou Home, acquiring approximately 12.87 million shares and 526,200 convertible bonds, bringing their total equity to 5.000011% [2][4]. Group 2: Financial Performance and Challenges - Diou Home has faced declining performance and asset conditions, with a reported accumulated deficit of 1.258 billion yuan as of December 31, 2024, exceeding one-third of its paid-in capital of 394 million yuan [6]. - The company operates in the bathroom and building ceramics sector, with brands including "Diwang" sanitary ware and "Oushinou" ceramics [5][6]. Group 3: Zhu Jiang's Background - Zhu Jiang, born in 1983, is an experienced player in the capital market, having previously been involved with companies such as San Tai Holdings and San Wu Hulian [1][7]. - He has held significant positions in various financial institutions and has been a key figure in several companies, showcasing his extensive experience in corporate governance and investment [8][9].

作为卫浴行业的头部家居企业，帝欧家居（002798）迅速迎来控股权变更，上市公司一致行动人新增朱 江等股东，四方股东合计持股比例达到26.46%。值得注意的是，本次新增的实控人近期通过股票与可 转债，"双管齐下"举牌上市公司。 5月17日帝欧家居公告，水华智云及其一致行动人张芝焕通过集中竞价交易方式增持公司股份，以及增 持可转换公司债券，合计拥有公司权益达到公司权益比例的5%。随后5月23日公告显示，张芝焕再度增 持公司可转换公司债券，一致行动人通过持有公司股份和可转换公司债券合计拥有公司权益6.45%，变 动触及1%整数倍。 根据上市公司最新披露，本次一致行动关系变动前，刘进、陈伟、吴志雄为一致行动人，合计持有公司 权益比例为23.2%；本次协议签订后，朱江及其一致行动人(水华智云/张芝焕)与原一致行动人合计合计 持有公司权益比例为26.46%。 其中，朱江及其一致行动人水华智云/张芝焕合计持股3.26%；如果合并计算持有帝欧家居股份和可转债 可转股部分，朱江及其一致行动人水华智云/张芝焕合计持有权益比例为6.45%，与此前举牌拥有权益相 同。 一致人扩列 继6月3日晚间披露筹划控股权变更后，6月5日晚间公 ...