收购孚悦科技估值参数与业绩对赌合理性遭问询，国晟科技回复

Core Viewpoint - Guosheng Technology (603778.SH) recently responded to the Shanghai Stock Exchange's inquiry regarding the acquisition of Fuyue Technology's equity, focusing on three main issues related to the fairness of the transaction [1] Group 1: Financial Projections - The assessment assumes that Fuyue Technology will operate perpetually, with a clear forecast period extending to 2029 [1] - Projected financial data includes a forecasted revenue of 99.8982 million yuan and a net profit of 15.0525 million yuan for the year 2025, with revenue expected to decline to 78.6724 million yuan in 2026 due to business adjustments, before growing to 162 million yuan by 2029 [1] Group 2: Parameter Justification - The target company's products benefit from the new energy battery market, which has a compound annual growth rate exceeding 15%, with a core client planning to expand production to 50GWh by 2026 and having signed procurement agreements [1] - The company holds a 25% market share in its niche, with significant technical barriers such as cold stamping processes and a well-established patent layout [1] Group 3: Performance Commitment - The counterparty has committed to a cumulative net profit of 90 million yuan from 2026 to 2028, exceeding the assessed forecast value, with provisions for compensation if targets are not met [1] - Independent directors believe that the valuation is commercially reasonable and that the performance commitment arrangement can protect shareholder interests [1]