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歌尔股份有限公司关于子公司筹划股权交易事项的提示性公告
Core Viewpoint - The company is planning a share transaction involving its subsidiary, Goer Optical Technology Co., Ltd., to enhance its competitiveness in the micro-nano optical device sector and support future developments in AI smart glasses and AR technology [2][3][10]. Group 1: Transaction Overview - The share transaction is currently in the planning stage and involves Goer Optical potentially acquiring 100% of the shares of Shanghai Aolai Micro-Nano Optics Co., Ltd. and Shanghai Aolai Optoelectronic Information Technology Co., Ltd. through a share issuance [3][10]. - After the transaction, Shanghai Aolai is expected to become a wholly-owned subsidiary of Goer Optical, with the original shareholders of Shanghai Aolai holding approximately one-third of Goer Optical's shares [3][10]. - The transaction does not constitute a related party transaction or a major asset restructuring as defined by relevant regulations [2][3]. Group 2: Target Company Information - The target companies, Shanghai Aolai Micro-Nano Optics Co., Ltd. and Shanghai Aolai Optoelectronic Information Technology Co., Ltd., are engaged in the manufacturing and development of optical and optoelectronic devices [7][8]. - Shanghai Aolai Micro-Nano Optics has a registered capital of 250 million yuan, while Shanghai Aolai Optoelectronic has a registered capital of 100 million yuan [7][8]. Group 3: Purpose and Impact of the Transaction - The transaction aims to strengthen Goer Optical's core competitiveness in the micro-nano optical device field, particularly in light waveguide technology, which is crucial for the development of AI smart glasses and AR products [10][11]. - By acquiring Shanghai Aolai, Goer Optical can alleviate financial pressures associated with independent investments and accelerate the establishment of mature production capacity [11]. - The company will remain the largest shareholder of Goer Optical post-transaction, allowing it to leverage its resources in the AI smart glasses and AR sectors to enhance collaborative growth [11][12]. Group 4: Financial Implications - Following the transaction, the company's ownership stake in Goer Optical may drop below 50%, potentially leading to Goer Optical no longer being included in the company's consolidated financial statements [12]. - If Goer Optical is excluded from the consolidated financials, the accounting treatment of the company's shares in Goer Optical will shift from the cost method to the equity method, which is expected to positively impact the company's net profit for the period of the transaction [12].