北京金橙子科技股份有限公司发行股份及支付现金购买资产并募集配套资金预案（摘要）

Core Viewpoint - The company is planning a significant asset acquisition through a combination of share issuance and cash payment, aimed at enhancing its core competitiveness and operational capabilities in the laser processing control system sector. Group 1: Transaction Overview - The company intends to acquire 55.00% equity of Samit through issuing shares and cash payments to eight counterparties [8][54]. - The final transaction price will be determined based on an asset appraisal report from a qualified appraisal agency, which is yet to be completed [7][54]. - The transaction is part of a broader strategy to leverage mergers and acquisitions to strengthen the company's market position and technological capabilities [43][44]. Group 2: Strategic Rationale - The acquisition is expected to enhance the company's core competitiveness by integrating high-quality assets within the optical control sector, which is crucial for maintaining technological advancement [45][46]. - The company aims to achieve technological synergies through collaboration with the target company, which specializes in precision optical control products [46][48]. - The transaction aligns with national policies encouraging companies to optimize resources and enhance their competitive edge through mergers and acquisitions [43][44]. Group 3: Business Impact - The company’s main business focus will remain unchanged post-transaction, continuing its commitment to automation and intelligent development in the laser manufacturing field [11]. - The acquisition is anticipated to improve the company's total assets, revenue, and net profit, benefiting all shareholders [12]. - The integration of the target company's products and technologies is expected to create complementary advantages, enhancing market competitiveness [10][49]. Group 4: Regulatory and Approval Process - The transaction has received preliminary approval from the company's controlling shareholders and has been reviewed by the board of directors [13]. - Further approvals are required from the shareholders' meeting, the Shanghai Stock Exchange, and the China Securities Regulatory Commission [13][14]. - The company will ensure compliance with all regulatory requirements throughout the transaction process [18][20].