领益智造拟8.75亿元 收购立敏达35%股权

Core Viewpoint - The company, Lingyi Zhi Zao, has signed a share transfer agreement to acquire a 35% stake in Liminda for 875 million yuan, gaining control over 52.78% of the voting rights in the target company, which specializes in thermal management solutions for enterprise-level servers [1][2]. Group 1 - The acquisition price will be paid in two installments, with the first payment being 51% of the total price and the second payment covering the remaining 49%, both adjusted for any applicable personal income tax [2]. - Alongside the share transfer agreement, a voting rights entrustment agreement will be signed, allowing Lingyi Zhi Zao to exercise voting rights over an additional 17.78% stake held by Zhang Qiang after the completion of the transfer [2]. - The acquisition is expected to enhance the company's technical reserves and customer certification qualifications in the server liquid cooling business, reducing development costs and product validation cycles for server power-related products [3]. Group 2 - The target company, Liminda, has a strong technical foundation and extensive industry experience in thermal management products, serving major clients in the overseas computing industry and related supply chains [1]. - The strategic synergy between Lingyi Zhi Zao and Liminda is anticipated to enrich the product matrix of the server segment and improve the business scale and profitability of the AI hardware server sector [3]. - There is uncertainty regarding the ability to maintain Liminda's competitive advantages and fully realize the synergies from the acquisition post-integration [3].