Core Viewpoint - The company has decided to terminate the issuance of shares and cash for asset acquisition, opting instead for a cash purchase of 100% of Shenzhen Chengxin Micro Technology Co., Ltd. [1] Group 1 - The board meeting is scheduled for December 31, 2025, to review and approve the adjusted acquisition plan [1] - The company and its independent financial advisor have submitted documents to withdraw the related application to the Shanghai Stock Exchange [1] - The Shanghai Stock Exchange has decided to terminate the review of the company's issuance of shares and cash for asset acquisition based on relevant regulations [1]

Group 1 - The company intends to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. for a total price of 310 million yuan [1] - Both the company and the target company are integrated circuit design enterprises, with the company's main products serving consumer electronics and automotive electronics [1] - The target company has solid technical accumulation in integrated circuit R&D, design, packaging, and testing, along with a strong sales team and extensive sales channels [1] Group 2 - The acquisition will allow the company to quickly absorb the target company's mature patent technologies, R&D resources, sales channels, and customer resources [2] - This will enable the company to expand its product categories and enhance its technology and product layout in power management chips, motor chips, MOSFETs, and battery management chips [2] - The move aims to provide more comprehensive solutions and corresponding products to a wider range of downstream niche industry clients [2]

Core Viewpoint - The company, 希荻微, plans to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. for a cash consideration of 310 million yuan, based on an assessed value of 312 million yuan for the target company's total equity [1] Group 1: Acquisition Details - The acquisition involves shareholders including 曹建林, 曹松林, and two management consulting partnerships [1] - The assessment report from 银信资产评估有限公司 values the target company as of June 30, 2025 [1] - The agreed transaction price is slightly below the assessed value, indicating a negotiated agreement [1] Group 2: Strategic Implications - The acquisition will allow the company to quickly absorb mature patent technologies, R&D resources, sales channels, and customer resources from the target [1] - This move is expected to expand the company's product categories, particularly in power management chips, motor chips, MOSFETs, and battery management chips [1] - The acquisition aims to provide more comprehensive solutions and products to downstream niche industry clients [1]

9月30日，希荻微(688173)发布公告称，上交所对公司拟通过发行股份及支付现金方式购买深圳市诚芯 微科技股份有限公司100%股份并募集配套资金项目中止审核。 据悉，由于本次交易申请文件中记载的财务资料已过有效期限，需补充提交。希荻微表示，公司将继续 推进本次交易事项，全力协调各中介机构落实财务数据更新及加期审计等相关工作，完成后将及时向上 交所提交更新后的相关材料并申请恢复审核。(文穗) ...

Core Viewpoint - The company plans to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds [1] Group 1 - The company received a notification from the Shanghai Stock Exchange on September 30, 2025, indicating that the financial information in the transaction application documents has expired and needs to be supplemented [1] - As a result of the expired financial data, the Shanghai Stock Exchange has suspended the review of this transaction in accordance with its major asset restructuring review rules [1]

智通财经APP讯，希荻微(688173.SH)发布公告，公司拟通过发行股份及支付现金方式购买深圳市诚芯 微科技股份有限公司100%股份并募集配套资金。公司于2025年9月30日收到上海证券交易所(简称"上交 所")的通知，因本次交易申请文件中记载的财务资料已过有效期，需要补充提交，按照《上海证券交易 所上市公司重大资产重组审核规则》的相关规定，上交所对本次交易中止审核。 ...

希荻微公告，公司拟通过发行股份及支付现金方式购买深圳市诚芯微科技股份有限公司100%股份并募 集配套资金。2025年9月30日，公司收到上交所通知，因本次交易申请文件中记载的财务资料已过有效 期，需要补充提交，上交所对本次交易中止审核。本次交易引用的经审计的最近一期财务报表截止日为 2024年12月31日，由于财务数据已过有效期，需要更新及加期审计。公司将继续推进本次交易事项，协 调各中介机构完成财务数据更新，并申请恢复审核。本次交易尚需满足多项条件后方可实施，包括上交 所审核通过和中国证监会同意注册等。 ...

Group 1 - The company plans to acquire 100% of Shenzhen Chengxin Micro Technology Co., Ltd. through a combination of issuing shares and cash payment, along with raising supporting funds [1][2] - The company received an inquiry letter from the Shanghai Stock Exchange regarding the acquisition and funding application on May 13, 2025, and disclosed a revised draft report on July 29, 2025 [2][3] - The revised draft report includes updates on the risks associated with the acquisition and integration process, along with minor textual improvements that do not affect the restructuring plan [2][3] Group 2 - The company has responded to the Shanghai Stock Exchange's further review opinions and requirements, providing supplementary and updated content in the revised response to the inquiry letter [3]

Core Viewpoint - The company has made adjustments to its asset acquisition plan, including performance compensation, share lock-up periods, and fundraising amounts, as approved in the recent supervisory meeting [1][2][3]. Group 1: Meeting Overview - The second supervisory meeting of the company was held on July 8, 2025, with all three supervisors present, and the meeting was conducted in accordance with relevant laws and company regulations [1]. - The meeting was chaired by Mr. Li Jiayi, and all resolutions were passed with unanimous consent [2]. Group 2: Adjustments to Asset Acquisition Plan - The performance compensation for the target company has been adjusted, with net profit commitments set at no less than 22 million RMB for 2025, 25 million RMB for 2026, and 28 million RMB for 2027, totaling a minimum of 75 million RMB over three years [1][2]. - If the target company fails to meet these profit commitments, the transaction party will be liable for compensation, primarily in shares, with any shortfall covered in cash [1][2]. Group 3: Fundraising Adjustments - The total amount of fundraising has been adjusted to not exceed 99.4825 million RMB, which is capped at 100% of the transaction price for the asset acquisition [3][4]. - The fundraising will be used for cash payments related to the transaction and intermediary fees, with the total amount allocated as specified [3][4]. Group 4: Audit and Reporting - The company has updated the audit reference date to December 31, 2024, and has engaged an accounting firm to conduct the necessary audits and reviews for the transaction [5][6]. - The company has prepared a revised report on the asset acquisition and fundraising, which has been approved without the need for a shareholder meeting [6][7]. Group 5: Compliance and Regulatory Matters - The adjustments made to the transaction plan do not constitute a significant change as per regulatory guidelines, and the company has confirmed compliance with relevant asset restructuring regulations [8][9]. - The company has also addressed the impact of the transaction on immediate returns and proposed measures to mitigate any dilution of returns [10][11].

Core Viewpoint - The company, Xidi Microelectronics Group Co., Ltd., is undergoing a significant asset restructuring by acquiring 100% of Shenzhen Chengxin Micro Technology Co., Ltd. through a combination of stock issuance and cash payment, with a total transaction value of 310 million yuan [4][5]. Financial Summary - The pro forma consolidated balance sheet as of December 31, 2024, shows total assets of approximately 2.25 billion yuan, a decrease from 2.45 billion yuan in 2023 [2][3]. - Current assets decreased from approximately 1.82 billion yuan in 2023 to about 1.48 billion yuan in 2024, with cash and cash equivalents increasing from approximately 694 million yuan to about 988 million yuan [2][3]. - Total liabilities increased from approximately 382 million yuan in 2023 to about 505 million yuan in 2024, with current liabilities rising significantly [2][3]. Income Statement Summary - The pro forma consolidated income statement for the year 2024 indicates total operating revenue of approximately 743 million yuan, up from about 585 million yuan in 2023 [3]. - Total operating costs increased from approximately 762 million yuan in 2023 to about 942 million yuan in 2024, leading to an operating loss of approximately 275 million yuan [3]. - The net loss for 2024 is reported at approximately 274 million yuan, compared to a net loss of about 36 million yuan in 2023 [3]. Acquisition Details - The acquisition of Chengxin Micro involves issuing shares for 55% of the transaction value and paying 45% in cash, with the cash component amounting to approximately 170.5 million yuan [5]. - The company plans to raise funds through a private placement of shares, with the total amount not exceeding 100% of the transaction price [4][5]. Accounting Policies - The pro forma financial statements are prepared based on the assumption that the acquisition was completed on January 1, 2023, and follow the relevant accounting standards and regulations [4][5]. - The financial statements reflect the company's accounting policies, which are consistent with those of Chengxin Micro for the reporting periods [5][6].