海光信息技术股份有限公司 关于召开重大资产重组事项投资者说明会的公告 证券代码：688041 证券简称：海光信息 公告编号：2025-026 本公司董事会及全体董事保证公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏，并对其内容的真实性、准确性和完整性依法承担个别及连带责任。 重要内容提示： 会议召开时间：2025 年 6 月 11 日（星期三）14:00-15:30 会 议 召 开 地 点 ： 上 海 证 券 交 易 所 上 证 路 演 中 心 （ 网 址 ： https://roadshow.sseinfo.com/） 会议召开方式：上证路演中心网络互动 投资者可于 2025 年 6 月 11 日（星期三）14:00 前登录上证路演中心网站 首页点击"提问预征集"栏目或通过公司邮箱 investor@hygon.cn 进行提问。公 司将在说明会上对投资者普遍关注的问题进行回答。 海光信息技术股份有限公司（以下简称"公司"或"海光信息"）于 2025 年 6 月 6 日召开第二届董事会第十二次会议，审议通过了《关于<海光信息技术 股份有限公司换股吸收合并曙光信息产业股份有限公司并募集配套资金暨关联 交易 ...

智通财经6月10日电，海光信息公告，公司计划于2025年6月11日14:00-15:30举行重大资产重组事项投资 者说明会，就投资者关心的问题进行交流。 海光信息：召开重大资产重组事项投资者说明会 ...

Investment Rating - The report maintains a "Recommendation" rating for Haiguang Information, with a target price of 177 CNY [2][8]. Core Views - The merger between Haiguang Information and Zhongke Shuguang is expected to create a "computing power aircraft carrier," enhancing competitiveness across the entire industry chain from chip design to cloud computing services [2][8]. - The merger is the first major asset restructuring case following the revision of the "Major Asset Restructuring Management Measures for Listed Companies," indicating strong governmental support for technology enterprises [8]. - Haiguang Information's Q1 2025 revenue reached 2.4 billion CNY, a year-on-year increase of 50.76%, with a net profit of 506 million CNY, reflecting a significant growth trajectory [8]. - The combined entity is projected to have a total market value exceeding 400 billion CNY, positioning it as a leading player in the domestic computing power sector [8]. Financial Summary - Total revenue projections for Haiguang Information are 9.162 billion CNY for 2024, 13.738 billion CNY for 2025, 19.503 billion CNY for 2026, and 26.327 billion CNY for 2027, with year-on-year growth rates of 52.4%, 49.9%, 42.0%, and 35.0% respectively [4][8]. - The net profit attributable to the parent company is expected to be 1.931 billion CNY in 2024, 2.902 billion CNY in 2025, 4.219 billion CNY in 2026, and 5.724 billion CNY in 2027, with corresponding growth rates of 52.9%, 50.3%, 45.4%, and 35.7% [4][8]. - The price-to-earnings (P/E) ratio is projected to decrease from 164 in 2024 to 55 in 2027, indicating an improving valuation as earnings grow [4][8]. Market Position and Strategy - The merger aims to integrate various technological capabilities, enhancing the competitive edge against international giants like NVIDIA [8]. - The company is building a comprehensive ecosystem involving nearly 5,000 partners, covering chip design, system integration, and industry applications, thereby establishing a self-sustaining ecosystem [8]. - The report anticipates that the combined entity will benefit from synergies across the "chip-server-computing service" ecosystem, particularly with the expected surge in AI computing demand [8].

Market Overview - The two markets experienced a significant net outflow of 24.32 billion yuan, with 11 stocks seeing a net inflow exceeding 200 million yuan, led by Leshan Electric Power with a net inflow of 675 million yuan [1][2] - The Shanghai Composite Index closed down by 0.44%, with a total of 1,559 stocks seeing net inflows and 3,133 stocks seeing net outflows [1] Industry Analysis - Among the 6 industries with net inflows, the banking sector led with a net inflow of 882 million yuan, and its index rose by 0.48%. The public utilities sector followed with a slight decline of 0.04% and a net inflow of 809 million yuan [1] - A total of 25 industries experienced net outflows, with the electronics sector facing the largest outflow of 5.35 billion yuan, followed by the computer sector with an outflow of 3.87 billion yuan [1] Individual Stock Performance - The top 11 stocks with net inflows exceeding 200 million yuan included Leshan Electric Power (675 million yuan), Zhongwen Online (578 million yuan), and Huizhou Intelligent (539 million yuan). These stocks averaged a rise of 10.32%, outperforming the Shanghai Composite Index [2] - Stocks with the highest net outflows included Haiguang Information (-1.255 billion yuan), Dongfang Caifu (-706 million yuan), and Zhongji Xuchuang (-366 million yuan) [4] Detailed Stock Data - **Top Net Inflow Stocks**: - Leshan Electric Power: 6.75 billion yuan, 10.01% increase [2] - Zhongwen Online: 5.78 billion yuan, 13.19% increase [2] - Huizhou Intelligent: 5.39 billion yuan, 10.12% increase [2] - **Top Net Outflow Stocks**: - Haiguang Information: -1.255 billion yuan, 4.30% increase [4] - Dongfang Caifu: -706 million yuan, -2.28% decrease [4] - Zhongji Xuchuang: -366 million yuan, -0.72% decrease [4]

Market Overview - The Sci-Tech Innovation Board (STAR Market) index fell by 1.47%, closing at 982.90 points, with a total trading volume of 3.069 billion shares and a turnover of 108.844 billion yuan, resulting in a weighted average turnover rate of 1.79% [1] - Among the tradable stocks on the STAR Market, 100 stocks closed higher, with 2 stocks rising over 10% and 13 stocks rising between 5% and 10%. Conversely, 482 stocks closed lower [1] Turnover Rate Analysis - The distribution of turnover rates shows that 3 stocks had turnover rates exceeding 20%, 10 stocks had rates between 10% and 20%, and 52 stocks had rates between 5% and 10%. Additionally, 109 stocks had turnover rates between 3% and 5%, while 292 stocks had rates between 1% and 3%, and 121 stocks had rates below 1% [1] - The stock with the highest turnover rate was Xinyuren, which closed up by 5.18% with a turnover rate of 34.87% and a transaction amount of 448 million yuan. Qingyun Technology, which closed down by 4.51%, had a turnover rate of 23.06% and a transaction amount of 554 million yuan [1][2] Sector Performance - In terms of industry performance, the pharmaceutical and biotechnology sector had the most stocks with a turnover rate exceeding 5%, totaling 23 stocks. The electronics and machinery equipment sectors followed with 10 and 7 stocks, respectively [2] Capital Flow - Among the high turnover stocks, 26 stocks experienced net inflows of main funds, with the highest net inflows recorded for Haooubo, Zhongyou Technology, and Hecuan Technology, amounting to 47.1448 million yuan, 39.5533 million yuan, and 34.7068 million yuan, respectively. Conversely, Haiguang Information, Youkede, and Sruy New Materials saw significant net outflows of 1 billion yuan, 90.3113 million yuan, and 71.8562 million yuan, respectively [2] - Regarding leveraged funds, 48 stocks received net purchases of leveraged funds, with the largest increases in financing balances for Sruy New Materials, Maixinlin, and Shijia Photon, which increased by 119 million yuan, 104 million yuan, and 101 million yuan, respectively. The largest decreases were seen in Haiguang Information, Kain Technology, and Aerospace Nanhu, with reductions of 70.6408 million yuan, 26.4546 million yuan, and 21.9641 million yuan, respectively [2] Notable Stocks - The top stocks by turnover rate on June 10 included: - Xinyuren: Latest closing price 24.59 yuan, daily increase 5.18%, turnover rate 34.87%, net inflow 9.1262 million yuan [3] - Qingyun Technology: Latest closing price 65.41 yuan, daily decrease 4.51%, turnover rate 23.06%, net outflow 39.1331 million yuan [3] - Hanbang Technology: Latest closing price 48.14 yuan, daily decrease 3.35%, turnover rate 21.28%, net outflow 36.3401 million yuan [3] - Aerospace Nanhu: Latest closing price 33.85 yuan, daily decrease 6.05%, turnover rate 16.46%, net outflow 44.6000 million yuan [3]

Core Viewpoint - The significant turnover in the Xinchuang-themed ETFs is attributed to the resumption of trading for major assets Haiguang Information and Zhongke Shuguang, leading to a notable increase in trading volume and a call for rational investment from public funds [2][4][9]. Group 1: Market Activity - On June 10, Haiguang Information and Zhongke Shuguang resumed trading, resulting in a surge in trading volume for Xinchuang-themed ETFs [2]. - Following the resumption, Zhongke Shuguang hit the daily limit up, while Haiguang Information initially rose over 8% before settling around a 4% increase [3]. - The turnover rate for several Xinchuang-themed ETFs exceeded 40%, with the Guotai Guozheng Information Technology Innovation Theme ETF reaching 57.99% and total trading volume surpassing 1.1 billion yuan [4][5]. Group 2: Fund Performance - During the suspension of Haiguang Information and Zhongke Shuguang, the seven Xinchuang-themed ETFs collectively saw over 6.9 billion yuan in net inflows [5]. - The scale of several Xinchuang-themed ETFs skyrocketed, with the Fortune Guotai Guozheng Information Technology Innovation Theme ETF increasing from 0.58 million yuan to 1.133 billion yuan, a growth of over 18 times [6]. Group 3: Risk Warnings - Public funds, including Guotai Fund, have issued multiple risk warnings regarding the volatility and potential tracking errors of the Xinchuang-themed ETFs due to significant inflows during the suspension period [7][9]. - Fund companies have adjusted valuation methods for suspended stocks, with South Fund announcing the use of the "index income method" for Zhongke Shuguang [10]. - The Xinchuang sector is recognized as a strategic focus for national support, with long-term investment value, but short-term market behavior is characterized by significant volatility [9].

Investment Rating - The report maintains a "Recommendation" rating for Haiguang Information, with a target price of 177 CNY [2][8]. Core Views - The merger between Haiguang Information and Zhongke Shuguang is expected to create a "computing power aircraft carrier," consolidating the entire industry chain from chip design to cloud computing services, potentially exceeding a total market value of 400 billion CNY [2][8]. - The merger is the first major asset restructuring case following the revision of the "Major Asset Restructuring Management Measures for Listed Companies," indicating strong governmental support for technology enterprises [8]. - Haiguang Information's Q1 2025 revenue reached 2.4 billion CNY, a year-on-year increase of 50.76%, with a net profit of 506 million CNY, reflecting a significant growth trajectory [8]. - The combined entity aims to enhance its competitive edge in the domestic computing power sector, positioning itself as a leading player in the industry [8]. Financial Summary - Total revenue projections for Haiguang Information are 9.162 billion CNY for 2024, 13.738 billion CNY for 2025, 19.503 billion CNY for 2026, and 26.327 billion CNY for 2027, with year-on-year growth rates of 52.4%, 49.9%, 42.0%, and 35.0% respectively [4][8]. - The net profit attributable to the parent company is forecasted to be 1.931 billion CNY in 2024, 2.902 billion CNY in 2025, 4.219 billion CNY in 2026, and 5.724 billion CNY in 2027, with corresponding growth rates of 52.9%, 50.3%, 45.4%, and 35.7% [4][8]. - The earnings per share (EPS) are projected to be 0.83 CNY for 2024, 1.25 CNY for 2025, 1.82 CNY for 2026, and 2.46 CNY for 2027 [4][8].

Core Viewpoint - The largest-scale restructuring in the domestic computing power industry has made significant progress with the merger of Haiguang Information and Zhongke Shuguang, which will be conducted through a share exchange ratio of 1:0.5525 [1] Group 1: Company Merger Details - Haiguang Information will issue A-shares to all shareholders of Zhongke Shuguang to absorb the latter, with Zhongke Shuguang's market value at approximately 90.5 billion yuan and its corresponding value in Haiguang Information shares at about 88.5 billion yuan [1] - The transaction values Zhongke Shuguang at approximately 27.4 billion yuan, with its net assets projected to be 20.4 billion yuan in 2024 [1] Group 2: Industry Implications - The restructuring is expected to optimize the industrial layout from chips to software and systems, gathering quality resources from both upstream and downstream of the information industry chain [2] - The merger aligns with regulatory requirements and is supported by favorable policies, which will enhance the complementary advantages in technology reserves and product development between the two companies [2] - The restructuring case is seen as a model for capital markets serving the real economy, promoting the ability of capital markets to support high-quality development [2]

【6月10日A股小幅高开，人工智能板块积极，多公司有重要动态】 6月10日，A股市场主要指数小幅高开，人工智能板块走势积极。科创板人工智能ETF(588930)今日显著 回调，实时成交额突破3000万元。 科创板人工智能指数成份股涨跌互现，中邮科技涨超5%，芯原股 份、道通科技涨超2%，石头科技、奥普特逆势上涨。 6月9日晚间，海光信息和中科曙光双双公告披露 换股吸收合并预案。海光信息拟以0.5525：1的换股比例吸收合并中科曙光，并募集配套资金。6月10日 两家公司股票复牌，中科曙光涨停，海光信息涨超5%。 海光信息主营高端处理器研发设计，中科曙光 从事高端计算机等业务。投资机构认为，双方在算力产业链匹配度高，重组后经营业绩协同提升可能性 大。 科创板人工智能ETF过去20个日均成交额超6200万元，热度较高。该指数聚焦国内AI算力硬科 技，算力相关行业权重85%，高端数字芯片设计企业权重51%。 6月10日，小红书开源首个大模型 dots.llm1。该模型有1420亿参数，推理仅激活140亿参数，降低成本，性能接近阿里Qwen3 - 32b。 6月 11 - 12日，火山引擎将在北京举行2025原动力大会 ...

Core Viewpoint - The merger between Haiguang Information and Zhongke Shuguang is highly anticipated by investors, with expectations that it will lead to a rally in technology stocks following the resumption of trading [1][2]. Group 1: Merger Details - The merger involves a share exchange ratio where one share of Zhongke Shuguang can be exchanged for 0.5525 shares of Haiguang Information, with the exchange prices set at 79.26 CNY for Zhongke Shuguang and 143.46 CNY for Haiguang Information [6][7]. - The total assets of Haiguang Information are reported at 2,855,949.20 million CNY, while Zhongke Shuguang's total assets are 3,661,749.16 million CNY, indicating that Zhongke Shuguang has a higher asset base [8]. Group 2: Market Reaction - On June 10, Haiguang Information saw a peak increase of 8.72% during the bidding phase, closing with a 4.22% rise, while Zhongke Shuguang reached a limit up [2][10]. - Investors expressed dissatisfaction with the exchange ratio and pricing, feeling that it did not meet their expectations, particularly given Zhongke Shuguang's higher asset values [7][9]. Group 3: Cash Option for Dissenting Shareholders - Dissenting shareholders of Zhongke Shuguang have the option to cash out at a price of 61.90 CNY per share, which is lower than the exchange price, indicating a strategic move to limit cash outflow [9][10]. - The cash option is typically expected to be higher than the exchange price, but in this case, the exchange price is set higher to encourage shareholders to opt for shares instead [9]. Group 4: Strategic Implications - The merger aims to integrate resources from both companies, focusing on high-end chip design and computing solutions, thereby enhancing their competitive edge in the AI and computing sectors [10][11]. - The merger is seen as a response to the investment gap in the domestic chip industry, with the combined entity expected to leverage its strengths in the AI and computing markets [11].