宇瞳光学: 关于对外投资暨与关联方共同投资的关联交易的公告

Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has approved a capital increase agreement with Chengdu Silins Technology Industry Co., Ltd., involving an investment of approximately RMB 62.78 million, resulting in a 31.87% equity stake in the target company [1][5]. Investment and Related Transactions Overview - The investment involves 7 related parties and 10 non-related parties, with the investment amounting to RMB 62,783,299, of which RMB 32,958,717 will be added to the registered capital and RMB 29,824,582 will be allocated to capital reserves [1][2]. - The investment does not constitute a major asset restructuring as per the regulations, and thus does not require shareholder approval [2]. Target Company Basic Information - Chengdu Silins specializes in the research, production, and sales of optical materials and products, including optical glass and related components [3][6]. - Prior to the capital increase, the total registered capital of Chengdu Silins was RMB 54,807,100, and post-investment, it will be RMB 103,409,623 [3][4]. Financial Data of Target Company - As of July 31, 2025, the total assets of Chengdu Silins were approximately RMB 174.19 million, with total liabilities of about RMB 69.79 million, resulting in net assets of approximately RMB 104.40 million [4]. - For the first seven months of 2025, the company reported revenue of approximately RMB 39.17 million and a net profit of about RMB 7.62 million [4]. Main Content of the Capital Increase Agreement - The agreement includes multiple parties, with Yutong Optical and other investors collectively subscribing to the new registered capital of RMB 48,602,523 at a valuation based on the net assets as of July 31, 2025 [5][7]. - The payment will be made in cash, and the board of directors of the target company will consist of five members, with Yutong Optical appointing two [5][6]. Purpose and Impact of the Investment - The investment aims to enhance the company's strategic development, integrate quality industrial resources, and promote collaborative development, thereby improving overall competitiveness [7][8]. - The independent directors and supervisory board have confirmed that the investment aligns with the company's long-term interests and does not harm the interests of shareholders, particularly minority shareholders [8].