Core Viewpoint - TaiLing Micro (688591) plans to acquire 100% equity of Shanghai Panqi Microelectronics through a combination of share issuance and cash payment, while simultaneously raising supporting funds [2][4]. Group 1: Acquisition Details - The acquisition involves purchasing the entire equity of Panqi Micro from 26 parties, including STYLISH TECH LIMITED and Shanghai Xinfan Enterprise Management Partnership [4][6]. - The final transaction price will be based on an evaluation report from a qualified asset appraisal agency, in accordance with the Securities Law [4]. - TaiLing Micro intends to raise supporting funds through a private placement to no more than 35 specific investors, with the total amount not exceeding 100% of the asset purchase price [4][5]. Group 2: Financial Structure - The issuance price for the shares to purchase assets is set at 33.98 yuan per share, which is not less than 80% of the average trading price over the previous 120 trading days [5]. - The funds raised will be used for cash payment for the transaction, intermediary fees, and to supplement working capital and repay debts, with specific limits on the proportions allocated for these purposes [4][5]. Group 3: Company Overview - TaiLing Micro, established in 2010 and headquartered in Zhangjiang, Shanghai, specializes in the research, design, and sales of low-power wireless IoT chips [5][6]. - The company has developed leading technologies in low-power Bluetooth, Sub-1G frequency bands, and 5G-A passive cellular IoT, with products widely used in various applications [5]. - The acquisition is expected to create synergies in product categories, customer resources, technical accumulation, and supply chain resources between TaiLing Micro and Panqi Micro [6].
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