Nanjing Sanchao Advanced Materials Co., Ltd.
and
Huatai United Securities Co., Ltd.
Regarding the Response to the Audit Inquiry Letter for the Application of Nanjing Sanchao Advanced Materials Co., Ltd. for Issuance of Shares to Specific Targets
(Revised Draft)
Sponsor (Lead Underwriter)
(Room 401, Building B7, Qianhai Shenzhen-Hong Kong Fund Town, No. 128 Guiwan 5th Road, Nanshan Street, Qianhai Shenzhen-Hong Kong Cooperation Zone, Shenzhen)
July 2026
Shenzhen Stock Exchange:
In accordance with the requirements of the "Audit Inquiry Letter Regarding the Application of Nanjing Sanchao Advanced Materials Co., Ltd. for Issuance of Shares to Specific Targets" (Audit Letter [2026] No. 020039) (hereinafter referred to as the "Audit Inquiry Letter") issued by your exchange, Nanjing Sanchao Advanced Materials Co., Ltd. (hereinafter referred to as the "Issuer," "Company," "Listed Company," or "Sanchao Advanced Materials") and relevant intermediaries have conducted a thorough discussion and analysis of the questions raised in the Audit Inquiry Letter. Supplementary disclosures have been made in the "Prospectus for the 2025 Annual Issuance of A-Shares to Specific Targets and Listing on the ChiNext Market of Nanjing Sanchao Advanced Materials Co., Ltd. (Application Draft)" (hereinafter referred to as the "Prospectus") as required. The relevant responses are explained as follows.
The reporting period in this response to the Audit Inquiry Letter (hereinafter referred to as "this Response") refers to 2023, 2024, 2025, and January-March 2026. Unless otherwise specified, terms or abbreviations used in this Response have the same meanings as defined in the "Definitions" section of the Prospectus. In this Response, any discrepancies between the totals and the sums of individual items are due to rounding.
Unless otherwise specified, the financial data and financial indicators cited in this Response refer to the financial data under the consolidated statement caliber and the financial indicators calculated based on such financial data.
| Item | Formatting |
|---|---|
| Questions listed in the Audit Inquiry Letter | Bold |
| Responses to questions and citations from the Prospectus | Song typeface |
| Modifications and supplements to this Response and Prospectus | Bold Kai typeface |
Table of Contents
Table of Contents 2
Question 1 3
Question 2 79
Other Matters 123
Question 1
From 2023 to 2025, the Issuer's operating income was 479.3683 million yuan, 344.3836 million yuan, and 223.8797 million yuan, respectively. Among these, revenue from the electroplated diamond wire business was 388.5601 million yuan, 239.8208 million yuan, and 131.1231 million yuan, with gross profit margins of 26.02%, 8.22%, and 7.53%, respectively, showing a year-on-year decline. Revenue from the diamond grinding wheel business was 55.8081 million yuan, 71.1353 million yuan, and 75.2016 million yuan, with gross profit margins of 48.89%, 52.94%, and 51.21%, respectively. Net profit attributable to shareholders of the parent company after deducting non-recurring gains and losses was 25.2776 million yuan, -144.9465 million yuan, and -168.0708 million yuan, respectively, showing a continuous decline and losses over the past two years. The company's products are primarily used in downstream sectors including photovoltaics, magnetic materials, sapphire, and semiconductors. In the most recent year, the company's top five customers have changed significantly. During the reporting period, some customers became top five customers in the year following the commencement of cooperation, and there is a significant discrepancy between the top five accounts receivable objects and the top five customers by revenue.