上海合晶硅材料股份有限公司（以下简称"公司"）于2025年3月18日召开第二届 董事会第十八次会议，审议通过了《关于对外投资设立合资公司暨关联交易的议案》， 同意公司与关联方Wafer Works Investment Corp.（以下简称"WWIC"）共同投资设立 合资公司，合资公司注册资本拟不超过5,000万元人民币。其中，上海合晶拟出资不超 过 2,000万元人民币，占注册资本40%；WWIC拟出资不超过3,000万元人民币，占注册 资本60%。具体内容详见公司2025年3月19日在上海证券交易所网站（www.sse.com.cn） 上披露的《关于对外投资设立合资公司暨关联交易的公告》（公告编号：2025-008）。 证券代码：688584 证券简称：上海合晶 公告编号：2025-033 上海合晶硅材料股份有限公司 关于对外投资设立合资公司暨关联交易的进展公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性依法承担法律责任。 一、对外投资暨关联交易概述 二、投资进展情况 合资公司于近日完成了工商注册登记手续，并取得了上海市市场监督管理 ...

Core Viewpoint - Jiangsu Panya Micro透 Technology Co., Ltd. plans to commission Jiangsu Yuanqing New Energy Technology Co., Ltd. for the development of key technology for high-humidity and durable reversible expanded polytetrafluoroethylene-based aerosol agents, with a transaction amount of 1 million RMB (including tax) [1][2]. Summary by Sections 1. Overview of Related Transactions - The company intends to commission Jiangsu Yuanqing for the development of key technology, with a transaction amount of 1 million RMB (including tax) [1]. 2. Basic Information of Related Parties - Jiangsu Yuanqing is a company in which the company holds a 25% stake, and the actual controller, Mr. Zhang Yun, serves as a director [2]. - Jiangsu Yuanqing was established on January 24, 2022, with a registered capital of 400 million RMB and total assets of 447.13 million RMB as of December 31, 2024 [2]. 3. Basic Information of the Transaction Target - The company is commissioning Jiangsu Yuanqing to develop a high-humidity and durable reversible expanded polytetrafluoroethylene-based aerosol agent and its preparation method [3]. 4. Pricing of the Transaction - The pricing of this related transaction follows fair and reasonable principles, determined through negotiation based on market prices [4]. 5. Main Content of the Technology Development Agreement - The agreement stipulates that Jiangsu Yuanqing must complete the development task by December 30, 2025, and submit preliminary results [4]. - Both parties agree to keep technical and commercial information confidential and share ownership of jointly developed intellectual property [4]. 6. Impact of Related Transactions on the Company - This related transaction is necessary for the company to develop a new generation of gas management products and aligns with its operational needs [5]. 7. Review Procedures for Related Transactions - The transaction has been approved by the company's board of directors, with related directors abstaining from voting [5].

Core Viewpoint - Ningbo Jiangfeng Electronic Materials Co., Ltd. has announced its 2024 annual profit distribution plan, which includes a cash dividend of RMB 3.06 per 10 shares, totaling approximately RMB 80.88 million, to be distributed to shareholders [2][3][7]. Summary by Sections Profit Distribution Plan - The profit distribution plan was approved at the 2024 annual shareholders' meeting held on May 29, 2025, with a base of 264,300,483 shares after excluding 1,020,200 shares held in the repurchase account [2][3][7]. - The total cash dividend to be distributed amounts to RMB 80,875,947.80, which is calculated based on the adjusted number of shares [3][5][7]. Share Capital Changes - As of January 1, 2025, the company's total share capital has been adjusted from 265,338,583 shares to 265,320,683 shares due to the repurchase and cancellation of certain restricted stocks [3][4]. - The cash dividend distribution will be adjusted if there are changes in the total share capital before the implementation date [2][3][5]. Dividend Payment Details - The cash dividend will be paid on June 18, 2025, to shareholders registered by the close of trading on June 17, 2025 [8][9][10]. - The dividend will be directly credited to shareholders' accounts through their securities companies [10]. Taxation Information - The cash dividend will be subject to different tax rates based on the holding period of the shares, with specific rates outlined for different categories of investors [7][10]. Regulatory Compliance - The company has ensured that the information disclosed is accurate and complete, adhering to relevant regulations regarding profit distribution and share repurchase [1][15].

Core Viewpoint - The company, Dike Co., plans to acquire 60% of Zhejiang Suote for 696 million yuan, which is an associated transaction. This acquisition will allow Dike Co. to control the Solamet® photovoltaic silver paste business previously owned by DuPont Group [2][4]. Financial Performance of Zhejiang Suote - Zhejiang Suote reported a loss of over 12.56 million yuan in 2023, with operating profit and net profit at -6.82 million and -12.56 million yuan respectively [3][4]. - In 2024, Zhejiang Suote is projected to turn a profit with operating profit and net profit of 48.37 million and 50.91 million yuan respectively [4][5]. - The overall valuation for 100% of Zhejiang Suote is 1.16 billion yuan, representing an approximately 80% premium over its net assets [4]. Transaction Details - The acquisition will be funded through the company's own funds and financing methods such as acquisition loans [4]. - The transaction does not constitute a major asset restructuring as it does not meet the 50% threshold for total assets, net assets, and operating income as per regulatory requirements [5][7]. Financial Metrics - As of December 31, 2024, Zhejiang Suote's total assets are projected to be 243.60 million yuan, with total liabilities at 179.10 million yuan, resulting in net assets of 64.50 million yuan [5][6]. - The company's asset-liability ratio increased significantly from 33% to 73.5% due to a substantial rise in liabilities [7]. Company Financial Health - Dike Co. has 2.595 billion yuan in cash, which appears sufficient to cover the 696 million yuan cash requirement for the acquisition [9]. - However, the company has a high overall asset-liability ratio of 82%, indicating potential liquidity concerns [9]. Goodwill Implications - The acquisition will result in approximately 309 million yuan of goodwill, which is about 86% of the company's projected net profit for 2024 [11]. - Future annual goodwill impairment tests will be necessary, and any underperformance of the acquired assets could negatively impact Dike Co.'s financial results [11]. Market Position - As of May 23, Dike Co.'s market capitalization stands at 5.819 billion yuan [13].

Core Viewpoint - Ningbo Fuda has announced the termination of its major asset restructuring plan, which was aimed at acquiring a significant stake in Jingxin Materials, due to the inability to reach a final agreement on the transaction terms [2][5][6]. Group 1: Termination of Restructuring - The termination of the major asset restructuring was agreed upon after thorough discussions and negotiations among all parties involved, leading to the signing of a termination agreement for the investment cooperation intention [3][5]. - The restructuring process began on January 17, when Ningbo Fuda intended to acquire at least 45% of Jingxin Materials through cash transactions, with the goal of making Jingxin a subsidiary [6][7]. Group 2: Impact on Business - Ningbo Fuda stated that the termination of the restructuring will not have a significant adverse impact on its current operations, financial status, or strategic development, as the transaction was still in the planning stage and no substantial agreements had been reached [7][8]. - The company reported a significant decline in revenue for 2024, with a projected revenue of 1.701 billion yuan, down 46.31% year-on-year, and a net profit of 210 million yuan, down 8.83% [8].