Core Viewpoint - The company, DiAo Micro, plans to acquire 100% of Rongpai Semiconductor (Shanghai) Co., Ltd. through a combination of share issuance and cash payment, which is expected to enhance its asset scale, revenue, and net profit, thereby improving its sustainable development and profitability [1][3]. Group 1: Acquisition Details - The acquisition will make Rongpai Semiconductor a wholly-owned subsidiary of DiAo Micro, contributing to the company's growth in various financial metrics [1]. - DiAo Micro aims to quickly expand its product offerings in the isolation device category through this acquisition, enhancing its competitive advantage in the analog chip design industry [3]. Group 2: Financial Performance - Rongpai Semiconductor reported total assets of 118 million yuan and equity of 33.51 million yuan as of June 30, 2025, with revenues of 61.10 million yuan, 99.08 million yuan, and 51.99 million yuan for the years 2023 to the first half of 2025, respectively, alongside losses of 66.32 million yuan, 29.90 million yuan, and 8.23 million yuan [2]. - DiAo Micro's revenue figures for the years 2022 to the first half of 2025 were 502 million yuan, 381 million yuan, 526 million yuan, and 306 million yuan, with net profits of 174 million yuan, 15 million yuan, -4.7 million yuan, and -420,920 yuan, respectively [3]. Group 3: Industry Context - Both DiAo Micro and Rongpai Semiconductor operate within the analog chip design industry, where mergers and acquisitions are seen as key strategies for growth [3]. - Rongpai Semiconductor's products, including high-performance analog chips, have been successfully integrated into vehicles from major manufacturers such as BYD and Volkswagen, indicating strong market demand [2]. Group 4: Strategic Partnerships - Xiaomi Yangtze Industry Fund holds stakes in both DiAo Micro (3.87%) and Rongpai Semiconductor (3.5%), highlighting a strategic partnership that benefits both companies [4]. - DiAo Micro's products are utilized in Xiaomi's 5G terminal devices, with sales amounting to 31.78 million yuan in 2024, reinforcing the collaboration between the two entities [4].

Core Viewpoint - The company, DiAo Microelectronics (688381.SH), has resumed trading and plans to acquire 100% equity of Rongpai Semiconductor through a combination of share issuance and cash payment, which will make Rongpai a wholly-owned subsidiary of DiAo Microelectronics [1][5]. Group 1: Transaction Details - The opening price of DiAo Microelectronics upon resumption was 31.36 yuan, reflecting an increase of 11.56% [1]. - The transaction will be based on an asset evaluation report, and the final transaction price will be determined through negotiation between the parties involved [2]. - The cash payment for the transaction will be sourced from raised funds, self-owned funds, or bank loans, with the possibility of initial payments using self-owned funds before the raised funds are available [2][4]. Group 2: Fundraising and Share Issuance - The share issuance price for the asset acquisition is set at 19.84 yuan per share, with plans to raise funds from no more than 35 specific investors [3]. - The total amount raised will not exceed 100% of the transaction price for the asset acquisition, and the number of shares issued will not exceed 30% of the total shares before the issuance [3]. - The raised funds will be used for cash payment, taxes, intermediary fees, project construction, and to supplement working capital and repay debts, with specific limits on the proportions allocated for these purposes [4]. Group 3: Company and Industry Context - DiAo Microelectronics specializes in the research, design, and sales of high-performance analog chips, and the acquisition of Rongpai Semiconductor, which operates in the same industry, is seen as a strategic move to enhance product offerings and competitive advantage [8]. - The acquisition is expected to allow DiAo Microelectronics to quickly expand its product categories and leverage Rongpai's established customer resources in various fields, including automotive electronics and industrial control [8]. - Financial projections for Rongpai Semiconductor indicate revenues of 61.10 million yuan, 99.08 million yuan, and 51.99 million yuan for the years 2023, 2024, and the first half of 2025, respectively, with net losses projected for these periods [9].