佰维存储: 关于公司拟与关联方共同对外投资暨关联交易的公告

Core Viewpoint - The company plans to invest in Beijing Xingyun Integrated Circuit Co., Ltd. through its wholly-owned subsidiary, Hainan Nanbaisuan Technology Co., Ltd., in collaboration with related parties, which constitutes a related party transaction [1][2][3] Summary by Sections Transaction Overview - Hainan Nanbaisuan will invest 10 million yuan, while related parties Xu Linxian and He Han will invest 2 million yuan and 4.7 million yuan respectively, resulting in a total capital increase of 1,000 million yuan [1][2] - After the capital increase, the registered capital of Xingyun will rise from 5.436432 million yuan to 7.025657 million yuan, with Hainan Nanbaisuan, Xu Linxian, and He Han holding 1.0600%, 0.2120%, and 0.4982% of the equity respectively [1][2] Related Party Information - Xu Linxian is the actual controller of the company and the mother of the chairman, while He Han is a director and general manager of the company, establishing the transaction as a related party investment [2][3] - The transaction does not constitute a major asset restructuring and has no significant legal obstacles [3] Financial Data of Target Company - As of June 30, 2025, the total assets of Xingyun were approximately 210.45 million yuan, with total liabilities of about 2.89 million yuan, resulting in net assets of approximately 207.56 million yuan [7] - The company reported a net loss of approximately 19.31 million yuan for the first half of 2025 [7] Investment Rationale - The investment in Xingyun is based on its potential in general computing software and hardware optimization, particularly in edge AI solutions, which aligns with the company's strategic goals [11] - The funding for this investment will come from the company's own or self-raised funds, ensuring that the main business operations remain unaffected [11] Approval Process - The board of directors held meetings on August 7 and August 8, 2025, to review and approve the investment and related party transaction, with related directors abstaining from voting [11][12]