Core Viewpoint - Company plans to acquire 100% of Shenzhen Jiahe Jinwei Electronic Technology Co., Ltd. to enter the semiconductor storage sector, aiming to create a second growth curve and capitalize on the development of the semiconductor storage and AI industries [2][15]. Group 1: Acquisition Details - The acquisition will be executed through a combination of issuing shares and cash payments, with a total of 19 transaction parties involved [5][7]. - The share issuance price is set at 23.08 yuan per share, which is 80% of the average trading price over the previous 20 trading days [7][9]. - The company will raise matching funds not exceeding 100% of the asset purchase price, with the number of shares issued not exceeding 30% of the total share capital prior to the issuance [7][8]. Group 2: Stock Performance - Prior to the announcement, the stock price of the company increased by 57.49% over the last 20 trading days, significantly outperforming the Shanghai Composite Index, which rose only 0.64% [10][13]. - The stock closed at 35.83 yuan per share on September 30, with a total market capitalization of 3.55 billion yuan [2][13]. Group 3: Financial Performance - The company has reported continuous losses from 2022 to 2025, with net profits attributable to shareholders of -209 million yuan in 2022, -207 million yuan in 2023, -262 million yuan in 2024, and -66.27 million yuan in the first half of 2025 [17][18]. - In contrast, Jiahe Jinwei's net profits for 2023, 2024, and the first eight months of 2025 were -18.74 million yuan, 42.71 million yuan, and 42.29 million yuan, respectively [19]. Group 4: Strategic Intent - The acquisition is intended to expand the company's business into the semiconductor storage field, which is expected to provide new profit growth points and enhance sustainable profitability [16][20]. - The company aims to leverage Jiahe Jinwei's existing market presence to further penetrate the enterprise and industrial-grade markets post-acquisition [20].

Core Viewpoint - The company plans to acquire 100% equity of Shenzhen Jiahe Jinwei Electronic Technology Co., Ltd. through a combination of issuing shares and cash payment, marking its entry into the semiconductor storage sector [1][2]. Group 1: Transaction Details - The acquisition involves purchasing all shares from 19 shareholders of Jiahe Jinwei, with the total amount of supporting funds not exceeding 100% of the asset purchase price [1]. - The issuance price is set at 23.08 yuan per share, which is 80% of the average trading price over the last 20 trading days [1]. - The lock-up period for the newly issued shares is 12 months for the 19 shareholders and 36 months for the controlling shareholder, Gong Lanhai [1]. Group 2: Target Company Overview - Jiahe Jinwei, established in August 2012, specializes in the R&D, design, production, and sales of memory modules and solid-state drives, with a registered capital of 18.6133 million yuan [2]. - The company has established stable partnerships with major wafer manufacturers like Samsung, Micron, and SK Hynix, ensuring the supply and quality of raw materials [2]. - Financial performance shows steady improvement, with projected revenues of 854 million yuan in 2023, 1.344 billion yuan in 2024, and 1.123 billion yuan for the first eight months of 2025, alongside a net profit turnaround from a loss of 20.1572 million yuan in 2023 to a profit of 42.2613 million yuan in 2024 [2]. Group 3: Strategic Implications - The acquisition will allow the company to diversify its business into the semiconductor storage field, creating a second growth curve and accelerating its transformation towards new productive forces [3]. - The company intends to provide Jiahe Jinwei with operational autonomy while leveraging its marketing system and channel resources to expand market reach [3]. - The transaction is classified as a major asset restructuring under the regulations, but it does not constitute a change in control as the controlling shareholder remains the same [3].