Core Viewpoint - Wentech Technology is attempting to reverse its declining performance through a significant asset divestiture amid challenging external conditions and substantial financial losses [2][3]. Group 1: Asset Sale Details - Wentech Technology plans to sell its core product integration business to Luxshare Precision for approximately 4.4 billion RMB, encompassing nearly all of its product integration assets [2]. - The assets being sold include the entire equity of several subsidiaries and related business assets, with the total transaction price set at 4.389 billion RMB, to be paid in cash [2]. - The divestiture is a direct response to being placed on the U.S. Entity List, which has severely impacted the company's ability to secure new orders and maintain existing ones [2][3]. Group 2: Financial Performance - In 2024, Wentech Technology reported a net loss of 2.833 billion RMB, a decline of over 300% year-on-year, attributed to the impact of the Entity List [3]. - Despite achieving a total revenue of 73.598 billion RMB, the product integration business generated 58.270 billion RMB in revenue but had a low gross margin of 2.49%, while the semiconductor business, with revenue of 14.715 billion RMB, had a gross margin of 37.52% [3]. Group 3: Strategic Shift - The company aims to focus on its semiconductor business, which is expected to have better profit margins and growth potential, following the divestiture of the product integration business [4][6]. - Wentech Technology's semiconductor business is closely linked to its acquisition of Nexperia, which operates under a mature IDM model covering the entire semiconductor supply chain [6]. Group 4: Regulatory and Market Challenges - The Shanghai Stock Exchange has raised questions regarding the rationale behind the complete divestiture of the product integration business rather than selectively addressing the most affected parts [4]. - The company has faced scrutiny over the valuation of the assets being sold, particularly concerning the significant impairment provisions made prior to the sale [5]. Group 5: Future Outlook and Risks - While the semiconductor business has shown strong profitability, it has also experienced a revenue decline of 7.9% in the first half of 2024, raising concerns about its sustainability [7]. - The company carries a substantial goodwill of 21.397 billion RMB from the acquisition of Nexperia, which poses a risk of impairment if future performance does not meet expectations [7]. - Wentech Technology is also facing potential tax inquiries in India, which could lead to fines, although the company believes this will not significantly impact the asset sale [8][9].

[2023]009542 ( ) 华勤技术股份有限公司 首次公开发行股票并在沪市主板上市 申请文件的审核问询函中有关财务事项的说明 录 页 次 首次公开发行股票并在沪市主板上市申请文 r 件的审核问询函中有关财务事项的说明 二、 事务所及注册会计师执业资质证明 16 7 12 [100039] 86 (10) 5835 0011 86 (10) 5835 0006 [2023]009542 2023 262 1 8-2-1 2 8-2-2 1 1 2017 6 2020 8 2 2014 3 2017 4 5 2022 5 2021 24,383.36 10,013.71 1 2 200 3 4 5 2022 5 2022 3 8-2-3 1 2 5 4 8-2-4 | | 行人报告期内股份支付等待期安排主要为创始股东与激励对象签署的各类激励协议文本中对员工在公司需要服务的年限 | | 据, | | --- | --- | --- | --- | | | 次， ਜ 拟股激励协议均 发行人股份支付等待期安排的主要条款和等待期期限的调整共发 实施虚拟股激励至最终完成规范期间,该等虚 早 『文生与激励对象签署。截至 ...