Core Viewpoint - Goer Group (歌尔股份) announced a share exchange acquisition of two subsidiaries of Ningbo Shunyu Aolai Technology Co., Ltd. by its subsidiary Goer Optical Technology Co., Ltd. This transaction involves a capital increase and aims to enhance Goer Optical's competitiveness in the micro-nano optics sector, particularly in precision optics related to virtual/augmented reality and smart glasses [1][6]. Group 1: Transaction Details - Goer Optical plans to increase its registered capital by 529.51 million yuan to acquire 100% equity of Shanghai Aolai from Ningbo Aolai [1]. - After the share exchange, Goer Group's ownership in Goer Optical will decrease from 56.66% to 37.77%, while Ningbo Aolai and its employee shareholding platform will hold 33.33% [1]. - Both Goer Group and Ningbo Aolai will inject 20 million yuan each into Goer Optical, resulting in a total capital increase of 111.28 million yuan [1]. Group 2: Shareholding Structure - Post-capital increase, Goer Group's shareholding in Goer Optical will rise to 38.57%, while Ningbo Aolai and its employee platform will hold 34.42% [1]. - The shareholding percentages of other shareholders will be adjusted accordingly, with notable shareholders including Zhuoguang Tonghe Technology (5.39%) and others with smaller stakes [2][3]. Group 3: Financial Performance - Goer Optical reported a net asset of 531 million yuan and an annual revenue of 1.162 billion yuan for 2024, with a net loss of 240 million yuan [4]. - For the first half of 2025, Goer Optical's revenue was 611 million yuan, with a net loss of 117 million yuan [4][6]. - The total assets of Goer Optical as of June 30, 2025, were approximately 323.09 million yuan, with total liabilities of about 251.30 million yuan [6]. Group 4: Strategic Implications - The acquisition is expected to strengthen Goer Optical's position in the micro-nano optics field, enhancing its capabilities in precision optics for emerging technologies [6]. - The company recognizes the urgent need for further investment in related fields to capitalize on industry growth opportunities [6].