武汉长盈通光电技术股份有限公司 发行股份及支付现金购买资产 之标的资产过户完成情况的 独立财务顾问核查意见 独立财务顾问 二〇二五年九月 广发证券股份有限公司 核查意见 独立财务顾问声明 广发证券股份有限公司（以下简称"广发证券"、"本独立财务顾问"） 接受武汉长盈通光电技术股份有限公司（以下简称"长盈通"、"上市公司" 或"公司"）的委托，担任长盈通发行股份及支付现金购买资产（以下简称 "本次交易"）的独立财务顾问，就该事项向长盈通全体股东提供独立意见， 并制作本核查意见。 本核查意见是依据《中华人民共和国公司法》《中华人民共和国证券法》 《上市公司重大资产重组管理办法》《上市公司并购重组财务顾问业务管理办 法》《公开发行证券的公司信息披露内容与格式准则第 26 号——上市公司重大 资产重组》《上海证券交易所上市公司自律监管指引第 6 号——重大资产重组》 等法律、法规的有关规定，按照证券行业公认的业务标准、道德规范和诚实信 用、勤勉尽责精神，遵循客观、公正的原则，在认真审阅相关资料和充分了解 本次交易行为的基础上，发表独立财务顾问核查意见，旨在就本次交易做出独 立、客观和公正的评价，以供长盈通全体股东及有 ...

Core Viewpoint - In 2025, Wuhan Changying Tongguang Technology Co., Ltd. plans to acquire 100% equity of Wuhan Shengyisheng Optoelectronics Technology Co., Ltd. through a combination of share issuance and cash payment, with approval from the China Securities Regulatory Commission [1] Group 1 - The acquisition has received approval from the Wuhan Municipal Market Supervision Administration, and the 100% equity of the target company has been registered under the listed company as of the announcement date (October 1, 2025) [1] - Several subsequent matters remain to be addressed, including share issuance registration, cash payment, and change of registration or filing [1] - Both independent financial and legal advisors have confirmed that the implementation of this transaction is compliant, and there are no substantial obstacles to the handling of subsequent matters [1]

Group 1 - The core business of Changying Tong involves the research, production, sales, and service of fiber optic gyroscope core components, specifically fiber optic rings, with a focus on military inertial navigation applications [2] - As of June 30, 2025, Changying Tong achieved a revenue of 192 million yuan, representing a year-on-year growth of 40.40%, and a net profit attributable to shareholders of 29.11 million yuan, reflecting a year-on-year increase of 91.82% [2] - The company has a diverse revenue composition, with fiber optic ring devices accounting for 57.61%, special optical fibers 19.36%, and other segments contributing 23.03% [2] Group 2 - As of September 29, 2023, Changying Tong's stock price increased by 104.46% year-to-date, although it experienced a decline of 6.59% over the last five trading days [1] - The company has seen significant trading activity, with a total market capitalization of 5.497 billion yuan and a trading volume of 65.41 million yuan on September 29, 2023 [1] - Institutional holdings show that major shareholders include Huaxia Military Safety Mixed Fund and new entrants like Great Wall Jiujia Innovation Growth Mixed Fund [3]

Core Viewpoint - The special optical fiber industry in China has experienced rapid growth in recent years, driven by various market policies and advancements in new manufacturing and infrastructure, with the market size expected to reach 8.5 billion yuan in 2024, representing a 12% year-on-year increase [1][10]. Industry Overview - Special optical fibers differ from conventional communication fibers by having unique materials and structures that provide special properties and applications. They are essential components in laser technology and are widely used in advanced manufacturing, optical communication, measurement sensing, national defense, healthcare, and scientific research [2][4]. Industry Barriers - The special optical fiber industry has high technical requirements, significant production challenges, and long R&D cycles. It requires knowledge across multiple disciplines and is subject to international technology restrictions, creating substantial technical barriers for domestic companies [4][5]. Market Demand and Trends - The demand for special optical fibers is influenced by the rapidly changing needs of downstream industries such as advanced manufacturing and optical communication. Companies must continuously innovate and adapt their products to meet these demands [5][11]. Policy Support - The Chinese government has recognized the importance of the special optical fiber industry and has implemented several policies to support its development, including the "14th Five-Year Plan for Intelligent Manufacturing" and various action plans aimed at enhancing the industry [7][10]. Industry Chain - The upstream of the special optical fiber industry includes suppliers of raw materials like quartz tubing, optical fiber coatings, and industrial gases. The quality of these materials and the precision of production equipment are critical for the manufacturing process [8][9]. Current Market Landscape - The global special optical fiber market is dominated by major players from developed countries, while China's industry is still catching up. Key domestic companies include Yangtze Optical Fibre and Cable Joint Stock Limited Company, Wuhan Raycus Fiber Laser Technologies Co., Ltd., and others [11][12]. Future Development - The future of the special optical fiber industry will be driven by the development of new fiber materials and the continued push for domestic companies to achieve technological breakthroughs and import substitution in the mid-to-high-end market segments [15][16].

Company Overview - Changying Tong is a national-level specialized and innovative "little giant" enterprise established on May 18, 2010, and listed on December 12, 2022, located in Wuhan, Hubei Province [1] - The company focuses on the research, production, sales, and service of optical fiber gyroscope core components, particularly optical fiber rings, and their application in military inertial navigation [1] Business Composition - The revenue composition of Changying Tong includes: - Optical fiber ring devices: 57.61% - Special optical fibers: 19.36% - Other (supplementary): 11.68% - New materials: 7.18% - Optical device equipment and others: 4.17% [1] Market Performance - On September 23, Changying Tong's stock price fell by 5.05%, closing at 45.66 CNY per share, with a trading volume of 116 million CNY and a turnover rate of 2.63%, resulting in a total market capitalization of 5.588 billion CNY [1] Fund Holdings - According to data, one fund under Baoying Fund holds a significant position in Changying Tong, specifically Baoying New锐 Mixed A (001543), which held 43,000 shares in the second quarter, accounting for 1.01% of the fund's net value, ranking as the seventh-largest holding [2] - The fund has experienced a floating loss of approximately 104,500 CNY as of the latest report [2] Fund Performance - Baoying New锐 Mixed A (001543) was established on November 4, 2015, with a current scale of 148 million CNY. Year-to-date, it has achieved a return of 31.83%, ranking 2786 out of 8172 in its category. Over the past year, it has returned 76.85%, ranking 1417 out of 7995, and since inception, it has returned 195.7% [2]

Group 1 - The core viewpoint of the news is the performance and market position of Changying Tong, a company specializing in optical fiber gyroscope technology, which has seen a stock price increase of 5.13% to 50.00 CNY per share, with a total market capitalization of 6.119 billion CNY [1] - Changying Tong was established on May 18, 2010, and went public on December 12, 2022. The company focuses on the research, production, and sales of optical fiber ring core components and solutions, primarily targeting the military inertial navigation sector [1] - The revenue composition of Changying Tong includes: optical fiber ring devices (57.61%), special optical fibers (19.36%), other supplementary products (11.68%), new materials (7.18%), and optical device equipment and others (4.17%) [1] Group 2 - According to data from the top ten holdings of funds, one fund under Qianhai Kaiyuan has a significant position in Changying Tong, holding 294,500 shares, which accounts for 7.92% of the fund's net value, making it the second-largest holding [2] - The Qianhai Kaiyuan Hong Kong-Shenzhen Strong Domestic Industry Fund (004321) has achieved a year-to-date return of 8.74% and a one-year return of 54.91%, ranking 2878 out of 7980 in its category [2] - The fund manager, Wei Chun, has been in position for 6 years and 255 days, with the fund's total asset size at 1.197 billion CNY and a best return of 126.53% during his tenure [3]

Investment Rating - The report maintains an "Overweight" rating for the communication industry [5]. Core Insights - The communication industry experienced steady revenue growth and accelerated profitability in H1 2025, with total revenue reaching 1,785 billion yuan, a year-on-year increase of 10.07%, and net profit attributable to shareholders at 160.43 billion yuan, up 11.26% year-on-year [2][8]. - In Q2 2025, the industry continued to show robust growth, with revenue of 942.48 billion yuan, reflecting a year-on-year increase of 10.91%, and net profit attributable to shareholders of 98.68 billion yuan, up 12.33% year-on-year [11]. - Key sectors such as optical modules, communication PCBs, network equipment manufacturers, and IoT modules demonstrated strong performance, ranking among the top five in revenue and net profit growth rates [14][16]. Summary by Sections 1. H1 2025 Performance Overview - The communication industry achieved total revenue of 1,785 billion yuan in H1 2025, with a year-on-year growth of 10.07%, and net profit attributable to shareholders of 160.43 billion yuan, up 11.26% year-on-year [2][8]. 2. AI Industry Chain Investment - Overseas cloud vendors are expected to maintain optimistic growth in capital expenditures, with a total of 95 billion USD in Q2 2025, marking an increase of 82.96% year-on-year [22]. - Major companies like Apple and Meta are significantly increasing their investments in AI infrastructure, indicating a robust outlook for the AI industry chain [22][24]. 3. Sector Performance Changes - The optical module and device sector reported revenue of 479.88 billion yuan in H1 2025, with a year-on-year increase of 64.88%, and net profit of 108.76 billion yuan, up 111.99% year-on-year [31]. - The communication PCB sector achieved revenue of 572.49 billion yuan in H1 2025, reflecting a year-on-year growth of 37.66%, and net profit of 80.58 billion yuan, up 80.79% year-on-year [36]. - The network equipment sector generated revenue of 5,071.11 billion yuan in H1 2025, with a year-on-year increase of 28.86%, and net profit of 191.84 billion yuan, up 19.57% year-on-year [40]. 4. Telecom Operators' Performance - The basic telecom operators' sector reported revenue of 10,133.93 billion yuan in H1 2025, a slight increase of 0.33% year-on-year, with net profit of 1,136.01 billion yuan, up 5.14% year-on-year [54]. - China Mobile's total connections reached 3.815 billion, with a net increase of 145 million, and its digital transformation revenue grew by 6.6% year-on-year [55].

Group 1 - The establishment of Hubei Changyi Gongying Venture Capital Fund Partnership (Limited Partnership) with a capital contribution of 150 million yuan [1] - The business scope includes venture capital (limited to investing in unlisted companies) and activities such as private equity fund investment, investment management, and asset management [1] - The enterprise is co-funded by Changying Tong (688143) and others [1]

Group 1 - The core viewpoint of the news is the performance and market position of Changying Tong, a company specializing in optical fiber gyroscope technology, which saw a stock price increase of 5.05% to 48.01 CNY per share, with a total market capitalization of 5.875 billion CNY [1] - Changying Tong was established on May 18, 2010, and went public on December 12, 2022, focusing on the research, production, and sales of optical fiber ring devices and related solutions, primarily for military inertial navigation applications [1] - The company's revenue composition includes optical fiber ring devices (57.61%), special optical fibers (19.36%), other supplementary products (11.68%), new materials (7.18%), and optical device equipment and others (4.17%) [1] Group 2 - Among the top ten circulating shareholders of Changying Tong, BlackRock's China New Horizons Mixed A Fund (013426) reduced its holdings by 200,000 shares, now holding 1.6 million shares, which represents 1.69% of the circulating shares [2] - The China New Horizons Mixed A Fund has a current scale of 1.967 billion CNY, with a year-to-date return of 10.9% and a one-year return of 26.58% [2] - The fund manager, Shen Yufei, has a tenure of 12 years and 268 days, with the best fund return during this period being 141.7% [3]

Core Viewpoint - Changying Tong's stock price increased by 3.86% on September 9, with a trading volume of 219 million yuan, indicating strong market interest and activity [1] Financing Summary - On September 9, Changying Tong had a financing buy-in amount of 25.42 million yuan and a financing repayment of 14.91 million yuan, resulting in a net financing buy of 10.51 million yuan [1] - As of September 9, the total financing and securities lending balance for Changying Tong was 244 million yuan, which accounts for 5.69% of its circulating market value, indicating a high level of financing activity compared to the past year [1] - The financing balance of 244 million yuan is above the 90th percentile level for the past year, suggesting a strong demand for the stock [1] Company Overview - Changying Tong, established on May 18, 2010, and listed on December 12, 2022, is located in Wuhan, Hubei Province, and specializes in the research, production, and sales of optical fiber gyroscope core components and solutions [2] - The company's main business revenue composition includes optical fiber ring devices (57.61%), special optical fibers (19.36%), other (11.68%), new materials (7.18%), and optical device equipment and others (4.17%) [2] - For the first half of 2025, Changying Tong reported a revenue of 192 million yuan, representing a year-on-year growth of 40.40%, and a net profit attributable to shareholders of 29.11 million yuan, up 91.82% year-on-year [2] Dividend and Shareholder Information - Since its A-share listing, Changying Tong has distributed a total of 53.03 million yuan in dividends [3] - As of June 30, 2025, the number of shareholders decreased by 6.23% to 4,531, while the average circulating shares per person increased by 6.64% to 20,861 shares [2][3] - Notable institutional shareholders include Huaxia Military Industry Safety Mixed A, which holds 5.65 million shares, and several new institutional investors such as Changcheng Jiujia Innovation Growth Mixed A and Zhongou Electronic Information Industry Hong Kong-Shanghai Stock A [3]