Core Viewpoint - The company, Shikong Technology, plans to acquire 100% equity of Shenzhen Jiahe Jinwei Electronics Technology Co., Ltd. through a combination of issuing shares and cash payment, marking its entry into the semiconductor storage sector [1][2]. Group 1: Transaction Details - The acquisition involves 19 shareholders of Jiahe Jinwei, with a total fundraising amount not exceeding 100% of the transaction price [1]. - The share issuance price is set at 23.08 yuan per share, which is 80% of the average trading price over the last 20 trading days [1]. - The lock-up period for the newly issued shares is 12 months for the 19 shareholders and 36 months for the controlling shareholder, Gong Lanhai [1]. Group 2: Jiahe Jinwei Overview - Jiahe Jinwei, established in August 2012, specializes in the R&D, design, production, and sales of memory modules and solid-state drives, with a registered capital of 18.6133 million yuan [2]. - The company has shown steady financial improvement, with projected revenues of 854 million yuan in 2023, 1.344 billion yuan in 2024, and 1.123 billion yuan for the first eight months of 2025, alongside a net profit turnaround from a loss of 20.1572 million yuan in 2023 to a profit of 42.2613 million yuan in 2024 [2]. - Jiahe Jinwei has established stable partnerships with major manufacturers like Samsung and Micron, ensuring a reliable supply chain for its products [2]. Group 3: Strategic Implications - Post-acquisition, Shikong Technology will shift its focus from night economy and smart city sectors to the semiconductor storage industry, aiming to create a second growth curve [3]. - The company plans to grant Jiahe Jinwei operational autonomy while leveraging its marketing and channel resources to expand market reach [3]. - The transaction is classified as a major asset restructuring under regulatory guidelines, but it does not constitute a change in control as the controlling shareholder remains the same [3].
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