盛美半导体设备(上海)股份有限公司 股东询价转让计划书

Core Viewpoint - ACM Research, Inc. plans to transfer 4,801,648 shares of Shengmei Semiconductor Equipment (Shanghai) Co., Ltd., representing 1.00% of the total share capital, through a pre-IPO shareholder inquiry transfer to meet its funding needs [3][8]. Group 1: Share Transfer Details - The total number of shares to be transferred is 4,801,648, which accounts for 1.00% of Shengmei Shanghai's total share capital as of January 30, 2026 [3][4]. - The transfer will not occur through centralized bidding or block trading and is not classified as a secondary market reduction [3]. - The shares acquired through this inquiry transfer cannot be transferred within six months after acquisition [3]. Group 2: Seller Information - The seller, ACMR, is the controlling shareholder of Shengmei Shanghai and is associated with HUI WANG, who is the chairman and actual controller of the company [5]. - ACMR has confirmed that the shares are free from any restrictions or prohibitions on transfer and comply with relevant regulations [5][6]. Group 3: Transfer Pricing and Conditions - The minimum transfer price will not be lower than 70% of the average trading price over the 20 trading days prior to January 30, 2026 [8]. - If the total number of valid subscriptions exceeds the number of shares available, the transfer price will be determined based on price priority, quantity priority, and time priority [9]. Group 4: Investor Eligibility - Eligible investors for the inquiry transfer include institutional investors with appropriate pricing capabilities and risk tolerance, such as securities companies, fund management companies, and qualified foreign institutional investors [10]. Group 5: Company Risk and Control - Shengmei Shanghai does not face any operational risks that require disclosure under the relevant stock exchange rules [11]. - The inquiry transfer is not expected to result in a change of control for Shengmei Shanghai [11].

盛美半导体设备(上海)股份有限公司 股东询价转让计划书 - Reportify