NSIG(SH:688126) Zheng Quan Zhi Xing·2025-05-20 11:28Core Viewpoint - Shanghai Silicon Industry Group Co., Ltd. plans to acquire all equity interests of Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. through a share issuance and other means, with an asset evaluation report prepared to determine the market value of the equity as of December 31, 2024 [6][15][18]. Group 1: Company Overview - Shanghai Silicon Industry Group Co., Ltd. is a foreign-invested, publicly listed company with a registered capital of 2,747.18 million yuan, established on December 9, 2015 [7]. - Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. was established on April 21, 2022, with a registered capital of 2,910 million yuan, and is located in the China (Shanghai) Pilot Free Trade Zone [8][14]. Group 2: Asset Evaluation Details - The asset evaluation is based on the market value of the total equity interests of Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd., which includes all assets and related liabilities as of the evaluation benchmark date [6][15]. - The evaluation method used is the asset-based approach, considering the company's actual situation and various influencing factors [6][15][18]. Group 3: Financial Performance - As of December 31, 2024, the total assets of Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. are projected to be 2,909.67 million yuan, with total liabilities of 0 million yuan, resulting in a net asset value of 2,909.67 million yuan [12][15]. - The company is expected to generate operating revenue of 1,135.77 million yuan in 2024, with a projected net profit of 70.9 million yuan [12][13]. Group 4: Shareholding Structure - Shanghai Silicon Industry Group Co., Ltd. indirectly holds a 53.26% stake in Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. through its wholly-owned subsidiary [14]. - The shareholding structure of Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. includes various investors, with the largest being Shanghai New Ascend Semiconductor Technology Co., Ltd. holding 51.84% [9][11]. Group 5: Evaluation Purpose and Basis - The purpose of the asset evaluation is to reflect the market value of the equity interests of Shanghai New Ascend Crystal Semiconductor Technology Co., Ltd. as of the evaluation benchmark date, providing a value reference for the acquisition [15]. - The evaluation is conducted in accordance with relevant laws, regulations, and asset evaluation standards, ensuring independence, objectivity, and fairness [3][20].