上海概伦电子股份有限公司关于筹划发行股份及支付现金购买资产并募集配套资金暨关联交易事项的进展公告

Group 1 - The company plans to acquire 100% equity of Chengdu Ruicheng Chip Micro Technology Co., Ltd. and 45.64% equity of Naneng Microelectronics (Chengdu) Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds [2] - Upon completion of the transaction, both Chengdu Ruicheng Chip Micro Technology Co., Ltd. and Naneng Microelectronics (Chengdu) Co., Ltd. will become wholly-owned subsidiaries of the company [2] - The transaction is expected to constitute a major asset restructuring and is classified as a related party transaction, but it does not qualify as a restructuring listing [2] Group 2 - The company's stock was suspended from trading starting March 28, 2025, to facilitate the transaction process, with updates provided through various announcements [3][4] - The company held board meetings on April 11, 2025, where relevant proposals regarding the transaction were approved [3] - The stock resumed trading on April 14, 2025, following the disclosure of the restructuring plan [4] Group 3 - As of the date of the announcement, the company is actively communicating with all parties involved in the transaction and is progressing with due diligence, auditing, and evaluation work [5] - The company will adhere to relevant regulations and timely fulfill information disclosure obligations as the transaction progresses [5]