Core Viewpoint - The company, Xidiwei, focuses on automotive-grade power management chips and has successfully shipped its automotive-grade LDO voltage regulator chips to several leading domestic clients [1] Group 1: Product Offerings - The company specializes in various products including boost/buck DC-DC chips, LDO regulators, high/low side driver chips, and camera PMICs [1] - The automotive-grade DC/DC chips have been integrated into Qualcomm's smart cockpit automotive platform reference design [1] Group 2: Clientele and Market Reach - The company has successfully shipped products to globally recognized automotive OEMs such as Joynext and YuraTech [1] - The products are utilized in multiple automotive brands across China, Europe, Japan, and South Korea, including Audi, Hyundai, Kia, XPeng, Hongqi, Wenjie, and Changan [1] Group 3: Recent Developments - The automotive-grade LDO voltage regulator chips have achieved bulk shipments to several top domestic clients [1]

Core Viewpoint - The company, Xidi Microelectronics Group Co., Ltd., is set to release 162,674,857 restricted shares for trading on July 21, 2025, which represents 39.65% of its total share capital [1][4][12]. Group 1: Restricted Shares Details - The restricted shares were part of the company's initial public offering (IPO) and were originally subject to a 36-month lock-up period, which has been extended by an additional 6 months for certain shareholders [1][4]. - The total share capital of the company has increased from 400,010,000 shares to 410,319,336 shares due to various stock option plans and other adjustments [2][4]. - The shareholders holding the restricted shares include four individuals, with the largest portion held by Foshan Xunhe Enterprise Consulting Management Partnership [1][11]. Group 2: Shareholder Commitments - Shareholders have made commitments regarding the transfer and management of their shares, including a prohibition on transferring shares for 36 months post-IPO and conditions for extending the lock-up period based on stock performance [5][6][10]. - Specific commitments include not reducing holdings before the company achieves profitability and adhering to regulations regarding share transfers after the lock-up period [6][8][10]. - The commitments are designed to stabilize the company's stock price and ensure compliance with regulatory requirements [7][9]. Group 3: Regulatory Compliance - The underwriting institution, Minsheng Securities, has confirmed that the release of the restricted shares complies with relevant laws and regulations, including the Shanghai Stock Exchange's rules for companies listed on the Sci-Tech Innovation Board [1][4][12]. - The company has ensured that all shareholders have adhered to their commitments, and there are no outstanding issues that would affect the release of the restricted shares [12].

Core Viewpoint - The announcement details the upcoming listing and circulation of 162,674,857 restricted shares of Xidi Microelectronics, which will be available for trading starting July 21, 2025, following the expiration of the lock-up period [1][2]. Group 1: Listing Details - The total number of shares to be listed is 162,674,857, representing 39.65% of the company's total share capital [2][11]. - The original lock-up period for these shares was 36 months from the initial public offering, which was extended by 6 months due to certain commitments made by shareholders [2][12]. - The shares were initially part of a public offering of 40,010,000 shares, with a total share capital of 400,010,000 shares post-IPO [2][4]. Group 2: Shareholder Commitments - Major shareholders, including Dai Zuyu and Tang Ya, have committed not to transfer or manage their shares for 36 months post-IPO, with automatic extensions under certain conditions [6][10]. - The commitments include restrictions on share sales until the company achieves profitability and stipulations regarding share transfers in the event of significant legal issues [5][9]. Group 3: Changes in Share Capital - Following the issuance of restricted shares, the company's total share capital has increased to 410,319,336 shares due to stock option plans and other equity incentives [4][3]. - The company has also seen changes in share capital due to stock option exercises and the cancellation of repurchased shares [3][4]. Group 4: Regulatory Compliance - The underwriting institutions have confirmed that the listing of the restricted shares complies with relevant regulations and that all commitments made by shareholders have been adhered to [10][11].

证券代码：688173 证券简称：希荻微 公告编号：2025-055 希荻微电子集团股份有限公司 首次公开发行部分限售股上市流通的公告 本公司董事会及全体董事保证本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法律责任。 重要内容提示： 本次股票上市类型为首发限售股份；股票认购方式为网下，上市股数为 162,674,857股。 本次股票上市流通总数为162,674,857股。 本次股票上市流通日期为2025 年 7 月 21 日。 一、 本次上市流通的限售股类型 中国证券监督管理委员会（以下简称"中国证监会"）于 2021 年 12 月 14 日 下发《关于同意广东希荻微电子股份有限公司首次公开发行股票注册的批复》（证 监许可〔2021〕3934 号），同意公司首次公开发行股票的注册申请。公司首次向社 会公众公开发行人民币普通股（A 股）股票 4,001 万股，并于 2022 年 1 月 21 日在 上海证券交易所科创板上市，发行完成后总股本为 40,001 万股，其中有限售条件 流通股 368,899,235 股，无限售条件流通股 31,110,765 股。 ...

二、本次上市流通的限售股形成后至今公司股本数量变化情况 民生证券股份有限公司 关于希荻微电子集团股份有限公司 首次公开发行部分限售股上市流通的核查意见 民生证券股份有限公司（以下简称"民生证券"或"保荐机构"）作为希荻微电子集 团股份有限公司（以下简称"希荻微"或"公司"）首次公开发行股票并在科创板上 市的保荐机构，根据《中华人民共和国公司法》《中华人民共和国证券法》《上海证 券交易所科创板股票上市规则》《上海证券交易所科创板上市公司自律监管指引第 1 号——规范运作》以及《科创板上市公司持续监管办法（试行）》等有关规定对公司 首次公开发行部分限售股上市流通的情况进行了核查，具体情况如下： 一、本次上市流通的限售股类型 中国证券监督管理委员会（以下简称"中国证监会"）于 2021 年 12 月 14 日下 发《关于同意广东希荻微电子股份有限公司首次公开发行股票注册的批复》（证监许 可〔2021〕3934 号），同意公司首次公开发行股票的注册申请。公司首次向社会公众 公开发行人民币普通股（A 股）股票 4,001 万股，并于 2022 年 1 月 21 日在上海证 券交易所科创板上市，发行完成后总股本为 40, ...

中国国际金融股份有限公司 关于希荻微电子集团股份有限公司 首次公开发行部分限售股上市流通的核查意见 中国国际金融股份有限公司（以下简称"中金公司"或"保荐机构"）作为希荻微电 子集团股份有限公司（以下简称"希荻微"或"公司"）首次公开发行股票并在科创 板上市的保荐机构，根据《中华人民共和国公司法》《中华人民共和国证券法》《上 海证券交易所科创板股票上市规则》《上海证券交易所科创板上市公司自律监管指引 第 1 号——规范运作》以及《科创板上市公司持续监管办法（试行）》等有关规定对 公司首次公开发行部分限售股上市流通的情况进行了核查，具体情况如下： | 序号 | 股份变动 | | 股份变动事项 | 股份变动数 | 公告索引 | | --- | --- | --- | --- | --- | --- | | | 日期 | | | 量（股） | | | 1 | 2022 | | | 1,480,270 | 《2021 年股票期权激励计划 | | | | 年 3 | 2021 年股票期权激励计划 | | 第一个行权期第一次行权结 | | | 月 15 | 日 | 第一个行权期第一次行权 | | 果暨股份变动公告》（公告 ...

Investment Rating - The report gives a "Strong Buy" rating for the company, with a target price of 17.91 CNY based on a 7.5x P/S ratio for 2025 [2][11]. Core Insights - The company is a leading domestic analog chip design firm, focusing on power management and signal chain chips, and has established a dual-driven model in consumer electronics and automotive electronics [5][15]. - The analog chip industry is approaching a turning point, with inventory destocking nearing completion, indicating a potential recovery in the market [5][46]. - The company has been actively expanding its business through acquisitions, including exclusive rights to Korean technology and stakes in other firms, enhancing its product offerings and market position [5][11]. Summary by Sections Company Overview - Founded in 2012, the company initially focused on power management chips and has since expanded into signal chain chips, establishing a dual-driven model in consumer and automotive electronics by 2021 [5][15]. - The company has a concentrated shareholding structure, with key management having extensive industry experience [30][34]. Industry Outlook - The analog chip industry has been in a downturn since Q4 2022, but signs of recovery are emerging as major players like Texas Instruments and Analog Devices report revenue growth [5][46][51]. - The domestic market for analog chips is expected to benefit from a shift towards local suppliers, with a projected self-sufficiency rate of only 16% in 2024 [5][46]. Business Strategy - The company is leveraging its core power management chip business while expanding into new product lines, including audio motor driver chips and other innovative solutions [5][8][10]. - Recent acquisitions, such as the stake in Zinitix and the planned acquisition of Chengxin Micro, are aimed at enhancing the company's product matrix and competitive edge [5][11][20]. Financial Projections - The company is projected to achieve revenues of 9.80 billion CNY in 2025, with a gradual increase to 15.88 billion CNY by 2027, alongside a return to profitability by 2026 [6][11]. - The financial outlook reflects a significant recovery from previous losses, with expectations of narrowing losses in the near term [6][36].

Core Viewpoint - The company has made adjustments to its asset acquisition plan, including performance compensation, share lock-up periods, and fundraising amounts, as approved in the recent supervisory meeting [1][2][3]. Group 1: Meeting Overview - The second supervisory meeting of the company was held on July 8, 2025, with all three supervisors present, and the meeting was conducted in accordance with relevant laws and company regulations [1]. - The meeting was chaired by Mr. Li Jiayi, and all resolutions were passed with unanimous consent [2]. Group 2: Adjustments to Asset Acquisition Plan - The performance compensation for the target company has been adjusted, with net profit commitments set at no less than 22 million RMB for 2025, 25 million RMB for 2026, and 28 million RMB for 2027, totaling a minimum of 75 million RMB over three years [1][2]. - If the target company fails to meet these profit commitments, the transaction party will be liable for compensation, primarily in shares, with any shortfall covered in cash [1][2]. Group 3: Fundraising Adjustments - The total amount of fundraising has been adjusted to not exceed 99.4825 million RMB, which is capped at 100% of the transaction price for the asset acquisition [3][4]. - The fundraising will be used for cash payments related to the transaction and intermediary fees, with the total amount allocated as specified [3][4]. Group 4: Audit and Reporting - The company has updated the audit reference date to December 31, 2024, and has engaged an accounting firm to conduct the necessary audits and reviews for the transaction [5][6]. - The company has prepared a revised report on the asset acquisition and fundraising, which has been approved without the need for a shareholder meeting [6][7]. Group 5: Compliance and Regulatory Matters - The adjustments made to the transaction plan do not constitute a significant change as per regulatory guidelines, and the company has confirmed compliance with relevant asset restructuring regulations [8][9]. - The company has also addressed the impact of the transaction on immediate returns and proposed measures to mitigate any dilution of returns [10][11].

Core Viewpoint - The company, Xidi Microelectronics Group Co., Ltd., is undergoing a significant asset restructuring by acquiring 100% of Shenzhen Chengxin Micro Technology Co., Ltd. through a combination of stock issuance and cash payment, with a total transaction value of 310 million yuan [4][5]. Financial Summary - The pro forma consolidated balance sheet as of December 31, 2024, shows total assets of approximately 2.25 billion yuan, a decrease from 2.45 billion yuan in 2023 [2][3]. - Current assets decreased from approximately 1.82 billion yuan in 2023 to about 1.48 billion yuan in 2024, with cash and cash equivalents increasing from approximately 694 million yuan to about 988 million yuan [2][3]. - Total liabilities increased from approximately 382 million yuan in 2023 to about 505 million yuan in 2024, with current liabilities rising significantly [2][3]. Income Statement Summary - The pro forma consolidated income statement for the year 2024 indicates total operating revenue of approximately 743 million yuan, up from about 585 million yuan in 2023 [3]. - Total operating costs increased from approximately 762 million yuan in 2023 to about 942 million yuan in 2024, leading to an operating loss of approximately 275 million yuan [3]. - The net loss for 2024 is reported at approximately 274 million yuan, compared to a net loss of about 36 million yuan in 2023 [3]. Acquisition Details - The acquisition of Chengxin Micro involves issuing shares for 55% of the transaction value and paying 45% in cash, with the cash component amounting to approximately 170.5 million yuan [5]. - The company plans to raise funds through a private placement of shares, with the total amount not exceeding 100% of the transaction price [4][5]. Accounting Policies - The pro forma financial statements are prepared based on the assumption that the acquisition was completed on January 1, 2023, and follow the relevant accounting standards and regulations [4][5]. - The financial statements reflect the company's accounting policies, which are consistent with those of Chengxin Micro for the reporting periods [5][6].

Group 1 - The company plans to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds [1][2] - The transaction is subject to multiple conditions, including approval from the Shanghai Stock Exchange and registration consent from the China Securities Regulatory Commission [2] - The company emphasizes the importance of fair information disclosure to protect investor interests and will provide updates on the transaction's progress in accordance with relevant laws and regulations [2]