Xin Lang Cai Jing·2025-12-21 10:31Core Viewpoint - Shenzhen Zhongtian Jingzhuang Co., Ltd. announced its indirect participation in the acquisition of 100% equity of Founder International Education Consulting Co., Ltd. for 1.2 billion yuan by Hubei Changjiang Shiyu Chip Semiconductor Co., Ltd., which will lead to indirect control of China High-Tech Group Co., Ltd. [1][2] Group 1: Transaction Overview - The acquisition involves a total payment of 1.2 billion yuan, with the payment structured in four phases: 600 million yuan within 7 working days of the agreement, 240 million yuan within 30 working days, 240 million yuan after the equity transfer, and 120 million yuan after the announcement of the new board of directors [2] - Founder International Education holds a 20.03% stake in China High-Tech, making it the largest shareholder, thus enabling Changjiang Semiconductor to gain control over China High-Tech post-transaction [2] Group 2: Financial Data of China High-Tech - As of the audited fiscal year 2024, China High-Tech reported total assets of 2.076 billion yuan, equity attributable to shareholders of 1.811 billion yuan, revenue of 151 million yuan, and a net profit of 48.91 million yuan [3] - For the first three quarters of 2025, the company reported total assets of 2.030 billion yuan, equity of 1.792 billion yuan, revenue of 62.97 million yuan, and a net loss of 13.76 million yuan [3] Group 3: Funding Sources and Business Plans - Changjiang Semiconductor plans to fund the acquisition through its own and self-raised funds, potentially including bank loans [4] - Post-acquisition, Changjiang Semiconductor intends to introduce semiconductor packaging business to China High-Tech, focusing on HBM packaging and customized packaging products [4] Group 4: Changes in Related Relationships - The announcement disclosed that Zhongtian Jingzhuang's investment in Dongyang Zhongjing Chip Management Partnership has undergone significant adjustments, including increasing its stake in Chip (Dongyang) Semiconductor Co., Ltd. to 100% [5] - The decision-making rules of the partnership agreement were revised, but these changes will not affect Zhongtian Jingzhuang's rights or the scope of consolidated financial statements [5]