Core Viewpoint - Greenway Technology plans to acquire 51% of Jiangsu Damo Semiconductor Technology Co., Ltd. for a total consideration of 530.4 million yuan, indicating a strategic move to expand its footprint in the semiconductor equipment sector [2][4]. Group 1: Company Overview - Greenway Technology operates in the non-road leisure vehicle and parts manufacturing industry and was listed on the Shenzhen Stock Exchange on March 6, 2023. Its main products include electric sightseeing cars, golf carts, electric patrol vehicles, and electric trucks [4]. - Jiangsu Damo, established in April 2017, is a supplier of semiconductor front-end measurement equipment solutions, headquartered in Nanjing with a registered capital of 21.62162 million yuan. The legal representative is Qiao Xiaodan [4]. Group 2: Product and Technology - Jiangsu Damo's equipment and technical services cover key categories such as critical dimension scanning electron microscopes, bright field defect detection equipment, dark field defect detection equipment, particle counters, film thickness gauges, etching machines, and defect analysis scanning electron microscopes. These are suitable for 6 to 12-inch wafer production lines and can support process technology down to 14nm. Some self-developed equipment has entered the customer validation stage [4].

Overview - The company, Guangdong Lvtong New Energy Electric Vehicle Technology Co., Ltd., plans to acquire a 46.9167% stake in Jiangsu Damo Semiconductor Technology Co., Ltd. and increase its capital by 8 million yuan, totaling 53.04 million yuan for the transaction [1][2][4]. Transaction Details - The acquisition will result in the company holding a total of 51% of Damo Semiconductor's shares, making it a controlling subsidiary [1][2]. - The transaction is subject to approval by the company's shareholders and does not constitute a related party transaction or a major asset restructuring [2][3]. Financial Metrics - Damo Semiconductor's total assets are reported at 70,564.29 million yuan, while Lvtong's total assets are 310,673.63 million yuan, indicating a 22.71% asset ratio [3]. - The net asset ratio of Damo Semiconductor to Lvtong is 18.77%, with Damo's revenue at 27,786.27 million yuan, representing 33.44% of Lvtong's revenue of 83,099.82 million yuan [3][4]. Valuation and Pricing - The total transaction price is set at 53.04 million yuan, with Damo's net assets at 20,761.66 million yuan, which is below the transaction price [4]. - The valuation of Damo Semiconductor was assessed at 96,380 million yuan, with a significant increase in value compared to its book value [12][13]. Strategic Intent - The transaction aims to enhance the company's growth opportunities amid declining performance in its main business due to increased competition and trade tensions in the U.S. electric vehicle market [29]. - The company seeks to explore strategic emerging industries and cultivate new growth points through investments or acquisitions [29].

Core Viewpoint - The company plans to use excess raised funds amounting to 530.4 million yuan to acquire a 46.9167% stake in Jiangsu Damo Semiconductor Technology Co., Ltd. and to increase its capital by 80 million yuan to obtain an additional 7.6923% stake, resulting in a total ownership of 51% in Damo Semiconductor, which will become a subsidiary included in the company's consolidated financial statements [1][2][9]. Fundraising Overview - The company raised a total of 2,293.11 million yuan from its initial public offering, with a net amount of 2,101.21 million yuan after deducting related expenses [2]. - The company has a total of 1,694.63 million yuan in excess raised funds as of June 30, 2025 [7]. Investment Project Details - The acquisition of Damo Semiconductor is part of the company's strategy to seek growth opportunities amid declining performance in its main business due to increased competition and trade frictions in the U.S. electric vehicle market [9][10]. - The company aims to diversify its business by entering the semiconductor industry, which is experiencing rapid growth, particularly in the semiconductor equipment market [10][11]. Financial Performance and Projections - Damo Semiconductor's revenue is expected to grow from 190.99 million yuan in 2022 to a projected 700 million yuan in 2025, with performance commitments of no less than 70 million yuan, 80 million yuan, and 90 million yuan for the years 2025 to 2027 [12][15]. - The acquisition is anticipated to improve the company's financial condition and enhance its sustainable profitability [12]. Strategic Rationale - The acquisition is seen as a crucial step for the company to overcome challenges in its core business and to explore new growth engines through investment and mergers [10][11]. - The semiconductor equipment market is projected to reach 49 billion USD in sales by 2024, with a year-on-year growth of 33.7%, indicating a favorable environment for the company's strategic shift [10][11]. Governance and Management - Post-acquisition, Damo Semiconductor will be governed by the company, which will appoint key positions to enhance management control while maintaining the existing operational structure to ensure business continuity [14].

Core Viewpoint - The company is utilizing excess fundraising to acquire equity and increase capital in a semiconductor company, aiming to diversify its business and enhance growth opportunities in response to declining performance in its core electric vehicle segment [1][4][8]. Fundraising Overview - The company raised a total of RMB 229,311.39 million from its initial public offering, with a net amount of RMB 210,121.43 million after deducting related expenses [1][2]. - The company established a special account for managing the raised funds, ensuring proper oversight and usage [2]. Fund Usage for Investment Projects - As of June 30, 2025, the company has committed RMB 40,494.96 million for various projects, with RMB 30,721.97 million already utilized [3]. - Key projects include the construction of a research and development center and information technology infrastructure, with specific amounts allocated for each [3]. Excess Fund Utilization - The net amount of excess funds from the IPO is RMB 169,626.47 million, with significant portions allocated for share buybacks [4][6]. - The first phase of share buybacks utilized RMB 85.49 million, while the second phase used RMB 30.09 million, indicating a strategic approach to enhance shareholder value [5][6]. Acquisition of Semiconductor Company - The company plans to invest RMB 80 million in Damo Semiconductor to acquire a 7.6923% stake, aiming to gain a controlling interest of 51% post-investment [7][8]. - This acquisition is part of a broader strategy to transition from electric vehicles to the semiconductor industry, driven by declining performance in its core business [8][9]. Market Context and Growth Potential - The semiconductor equipment market in mainland China is projected to grow significantly, with a sales forecast of USD 49 billion in 2024, reflecting a 33.7% increase [8][9]. - The acquisition is expected to position the company favorably within the rapidly expanding semiconductor sector, leveraging Damo Semiconductor's established technology and customer base [9][10]. Financial Performance and Projections - Damo Semiconductor's revenue is expected to grow steadily, with performance commitments set for net profits of RMB 70 million, RMB 80 million, and RMB 90 million over the next three years [10][13]. - The acquisition is anticipated to improve the company's financial health and enhance its long-term profitability [10][12]. Governance and Integration Strategy - Post-acquisition, Damo Semiconductor will become a subsidiary, with plans for governance enhancements and integration of management practices to ensure operational continuity [12][14]. - The company aims to navigate potential integration challenges while maximizing the benefits of the acquisition [12].