II. 已發行股份及/或庫存股份變動 股份發行人及根據《上市規則》第十九B章上市的香港預託證券發行人的證券變動月報表 | 截至月份: | 2025年9月30日 | 狀態: 新提交 | | --- | --- | --- | | 致：香港交易及結算所有限公司 | | | | 公司名稱: | 卓能(集團)有限公司 | | | 呈交日期: | 2025年10月6日 | | | I. 法定/註冊股本變動 不適用 | | | FF301 第 1 頁 共 10 頁 v 1.1.1 FF301 | 1. 股份分類 | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 (註1) | 是 | | | --- | --- | --- | --- | --- | --- | --- | --- | | 證券代號 (如上市) | 00131 | 說明 | | | | | | | | | 已發行股份（不包括庫存股份）數目 | | 庫存股份數目 | | 已發行股份總數 | | | 上月底結存 | | | 652,676,781 | | 0 | | 652,676,781 | | 增加 / 減少 (-) | | | 0 | | ...

Core Viewpoint - The ongoing trend of mergers and acquisitions in the A-share market is highlighted, with Yidao Information planning to acquire controlling stakes in two companies, Guangzhou Langguo Electronic Technology Co., Ltd. and Shenzhen Chengwei Information Co., Ltd. [1][2] Group 1: Acquisition Details - Yidao Information intends to acquire controlling stakes in Langguo Technology and Chengwei Information through a combination of issuing shares and cash payments, while also raising supporting funds [2][3] - The transaction is currently in the planning stage, with specific details to be disclosed in future announcements [2] - The preliminary agreement has been signed with the actual controllers of both target companies, indicating a commitment to the acquisition process [2][3] Group 2: Target Companies Overview - Both target companies operate in the AIoT (Artificial Intelligence of Things) sector, with Langguo Technology focusing on smart device solutions and Chengwei Information specializing in data collection equipment [3][4] - Langguo Technology, established in 2013, has undergone two rounds of listing guidance in 2021 and 2023, aiming for an initial public offering in China [3] - Chengwei Information, founded in 2005, has also pursued an IPO but was unable to achieve its goal despite receiving guidance from a major financial institution [3] Group 3: Yidao Information's Business Performance - In the first half of the year, Yidao Information reported revenue of 1.52 billion yuan, reflecting a year-on-year growth of 19.24%, and a net profit attributable to shareholders of 11.41 million yuan, which is a significant increase of 96.02% compared to the previous year [5]

Group 1 - The company Yidao Information (001314) is planning to acquire controlling stakes in Guangzhou Langguo Electronic Technology Co., Ltd. and Shenzhen Chengwei Information Co., Ltd. through a share issuance and cash payment, while also raising supporting funds [2][4] - This transaction is expected to constitute a major asset restructuring and is anticipated to involve related party transactions, but will not lead to a change in the actual controller of the company [2] - Yidao Information's stock will be suspended from trading starting September 29, with the suspension expected to last no more than 10 trading days [2] Group 2 - Langguo Technology, established in 2013 with a registered capital of approximately 75.76 million yuan, focuses on smart device solutions in the AIoT field and has partnerships with well-known brands such as TCL and BOE [4][6] - Chengwei Information, founded in 2005 with a registered capital of about 59.52 million yuan, specializes in RFID technology and biometric recognition, and has been undergoing IPO guidance since June 16, 2022 [6][4] Group 3 - Yidao Information is an intelligent electronic product and solution provider, with a diverse product matrix covering various application scenarios, including smart manufacturing and retail [9] - In the first half of 2023, Yidao Information achieved revenue of 1.52 billion yuan, a year-on-year increase of 19.24%, and a net profit of 11.41 million yuan, up 96.02% year-on-year [9][10] - The company has been actively investing in R&D, launching several innovative products, including AI industry terminals and AI digital humans, contributing to revenue growth [10]

Core Viewpoint - Yidao Information is planning to acquire controlling stakes in two companies, Guangzhou Langguo Electronic Technology Co., Ltd. and Shenzhen Chengwei Information Co., Ltd., and has suspended trading since September 29, 2023, for up to 10 trading days [1][4]. Group 1: Acquisition Details - The transaction is expected to constitute a major asset restructuring and is anticipated to involve related party transactions, but will not lead to a change in the actual controller of the company [1]. - The preliminary agreement has been signed with the actual controllers of Langguo Technology and Chengwei Information, but the final scope of the transaction parties is yet to be determined [1][4]. Group 2: Company Background - Yidao Information focuses on product definition and R&D design, providing smart electronic products and solutions, with business segments including rugged smart terminals and consumer smart terminals [4]. - Langguo Technology, established in 2013, specializes in interactive control and device interconnection solutions, while Chengwei Information, founded in 2005, focuses on electronic products and information system integration [4]. Group 3: Future Plans and R&D - Yidao Information plans to disclose the transaction scheme by October 21, 2023, in compliance with relevant disclosure requirements [4][5]. - The company aims to enhance R&D efforts in AI, spatial computing, and native hardware, and has established the Yidao Research Institute to collaborate with various research institutions [6]. - The company is also focusing on adapting R&D in XR and AIoT, as well as domestically controllable products, to seize opportunities in digital China and industrial advancements [6].

Group 1 - Yidao Information plans to acquire controlling stakes in Guangzhou Langguo Electronic Technology Co., Ltd. and Shenzhen Chengwei Information Co., Ltd., which is expected to constitute a major asset restructuring [2] - The stock of Yidao Information will be suspended from trading starting September 29, 2025, for a period not exceeding 10 trading days [2] - Both target companies have previously initiated IPO counseling for A-shares, with Chengwei Information's counseling record terminated in March 2023 [2][4] Group 2 - Langguo Technology focuses on AIoT field innovations, developing six major technology platforms including AI algorithms and smart hardware products for various sectors [2] - Chengwei Information, established in 2005, specializes in AIDC (Automatic Identification and Data Capture) industry, offering a range of data collection devices and solutions [2] - Yidao Information reported a revenue of 1.52 billion yuan for the first half of 2025, a year-on-year increase of 19.24%, with smart hardware products accounting for 70.99% of revenue [6] Group 3 - As of September 28, 2025, Yidao Information's stock closed at 50.94 yuan per share, with a market capitalization of 7.266 billion yuan [8] - The company experienced a significant increase in accounts receivable, totaling 371 million yuan, which is 53.46% higher than the previous year [6] - The average collection period for accounts receivable has extended from 19 days to 39 days over the past two years [7]

格隆汇9月23日丨卓能(集团)(00131.HK)发布公告，截至2025年6月30日止年度，实现收入1.69亿港元， 同比减少10.4%；毛利为4264.6万港元，同比减少60.1%；公司持有人应占本年度亏损为9.89亿港元，上 年同期公司持有人应占年度溢利为1.72亿港元；基本每股亏损1.52港元。董事会现建议派发末期股息每 股2.00港仙，待股东于周年大会上批准后，末期股息将于2025年12月15日派发。 ...

公告称，收入减少主要由于本年度香港物业没有进行销售。 卓能(集团)(00131)公布截至2025年6月30日止年度业绩，收入约1.685亿港元，同比减少10.4%;公司持有 人应占亏损约9.89亿港元，同比盈转亏;每股亏损1.52港元，拟派发末期股息每股2.00港仙。 ...

卓能(集团)(00131)发布公告，该公司将于2025年12月15日派发末期股息每股0.02港元。 ...

智通财经APP讯，卓能(集团)(00131)公布截至2025年6月30日止年度业绩，收入约1.685亿港元，同比减 少10.4%;公司持有人应占亏损约9.89亿港元，同比盈转亏;每股亏损1.52港元，拟派发末期股息每股2.00 港仙。 公告称，收入减少主要由于本年度香港物业没有进行销售。 ...

智通财经APP讯，卓能(集团)(00131)发布公告，该公司将于2025年12月15日派发末期股息每股0.02港 元。 ...