AFR(SZ:300620) Ju Chao Zi Xun·2025-11-22 06:15Core Viewpoint - The company plans to acquire 99.97% of Suzhou Anjie Xun Optoelectronics Technology Co., Ltd. for approximately 1.64 billion yuan through a combination of share issuance, convertible bonds, and cash payments, aiming to strengthen its position in the optical communication sector [1][3]. Group 1: Transaction Details - The transaction involves five parties, with the total purchase price set at around 1.64 billion yuan, and the company intends to raise up to 800 million yuan from no more than 35 specific investors [1]. - This transaction constitutes a major asset restructuring and related party transaction but does not qualify as a restructuring listing [1]. - The financial performance of Anjie Xun shows significant growth, with projected revenues of 1.51 million yuan, 5.09 million yuan, and 3.21 million yuan for the first half of 2023, 2024, and 2025 respectively, alongside net profits of 21.44 million yuan, 110 million yuan, and 82.99 million yuan [1]. Group 2: Financial Performance Comparison - The company's net profit has declined since 2023, with figures of 59.64 million yuan, 66.98 million yuan, and 51.87 million yuan for the respective periods of 2023, 2024, and the first half of 2025, indicating weaker performance compared to the target acquisition [2]. - The performance compensation agreement stipulates that the target company must achieve a cumulative net profit of no less than 495 million yuan from 2025 to 2027 [3]. Group 3: Strategic Implications - The acquisition is expected to enhance the company's product and technology portfolio, rapidly expand efficient manufacturing capabilities, and improve customer coverage and product delivery capabilities, thereby strengthening its competitive advantage in the optical communication industry [3].