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沪硅产业: 关于上海硅产业集团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申请的审核问询函的回复

Core Viewpoint - Shanghai Silicon Industry Group Co., Ltd. is responding to the Shanghai Stock Exchange's inquiry regarding its plan to acquire minority stakes in subsidiaries and raise matching funds, emphasizing the strategic necessity and rationale behind the acquisition to enhance operational efficiency and market position in the semiconductor silicon wafer industry [2][17][28]. Group 1: Transaction Purpose and Synergy - The acquisition aims to consolidate control over subsidiaries New Ascend Crystal Investment, New Ascend Crystal Technology, and New Ascend Crystal Wisdom, allowing for deeper integration in procurement, production, R&D, and sales [2][4]. - Post-acquisition, the company will hold 100% of the targeted companies, enhancing operational synergy and efficiency across its semiconductor silicon wafer business [4][5]. - The transaction aligns with the company's strategy to strengthen its position in the semiconductor industry, particularly in the 300mm silicon wafer segment, which is critical for meeting domestic and international demand [14][15][17]. Group 2: Financial and Operational Insights - The company plans to issue shares and pay cash to acquire specific percentages of the targeted companies, including 43.9863% from Haifu Semiconductor Fund and 43.8596% from Industrial Fund Phase II, among others [4][5]. - The 300mm silicon wafer business is expected to see significant growth, with the company projecting a total capacity of 1.2 million pieces per month by the end of 2027, driven by ongoing projects and market demand [8][15]. - The company has reported a gradual improvement in the profitability of the targeted companies, with projected revenues of 15.44 million yuan and EBITDA of 109.92 million yuan for 2023, indicating a positive trend in operational performance [17][18]. Group 3: Market Demand and Industry Trends - The global semiconductor industry is entering a growth phase, with projected sales reaching $600 billion in 2024 and continuing to rise in subsequent years, driven by demand from AI, consumer electronics, and automotive sectors [10][11]. - The domestic market for 300mm silicon wafers is expected to grow significantly, with local wafer manufacturers increasing their production capacity, thereby boosting demand for silicon wafers [11][12]. - The company is positioned to meet the increasing demand for high-end silicon wafers, addressing the structural gaps in the domestic market, particularly for specialized products [13][14][19].