2025年9月29日，华懋科技(603306)披露重大资产重组草案，拟以15.04亿元收购富创优越57.84%股权， 实现对这家高成长性算力企业的全资控股。华懋科技此次整体收购的综合市盈率按照平均业绩承诺看为 7.3倍，在当前算力板块估值上涨的背景下，堪称一次精明的"价值投资"。 高成长赛道 富创优越所处的光模块赛道正处于高速成长期。根据Light Counting预测，2024—2029年全球光模块市 场规模将以22%的年均复合增长率增长，2029年有望突破370亿美元。这一增长主要由AI算力需求驱 动，数据中心对800G、1.6T等高速率光模块需求持续攀升。在高速铜缆连接器领域，市场空间同样广 阔。 根据华经产业研究院预测，2024年中国铜缆高速连接器产业规模达87.59亿元，2025年将突破100亿元， 2028年有望超过200亿元。富创优越在这两个高增长领域均有布局，为客户提供光模块PCBA和高速铜 缆连接器等高可靠性组件。 2024年，公司800G光模块PCBA出货量超350万支，已进入全球前十大光模块厂商中的三家供应链，并 向全球20大光模块厂商中的7家批量供货。2025年1—4月，公司800G产 ...

Core Viewpoint - Huamao Technology plans to acquire 57.84% of Fuchuang Youyue for 1.504 billion yuan, aiming for full control of the high-growth computing power company, with a projected average P/E ratio of 7.3 times based on performance commitments, indicating a strategic value investment in the context of rising valuations in the computing power sector [1] Group 1: High-Growth Sector - Fuchuang Youyue operates in the rapidly growing optical module sector, with a projected global market size growth of 22% CAGR from 2024 to 2029, potentially exceeding $37 billion by 2029, driven by AI computing power demand [2] - The market for high-speed copper cable connectors in China is expected to reach 8.759 billion yuan in 2024 and surpass 10 billion yuan in 2025, with projections of over 20 billion yuan by 2028, indicating significant market potential [2] - Fuchuang Youyue has established itself in both high-growth areas, supplying high-reliability components such as optical module PCBA and high-speed copper cable connectors, with 800G product revenue accounting for 40.87% in early 2025 [2] Group 2: Strategic Acquisition - The acquisition allows Huamao Technology to enter the AI computing power sector, optimizing and upgrading its business structure, with Fuchuang Youyue's projected net profit of 1.29 billion yuan in 2024 exceeding 50% of Huamao's net profit for the same year [3] - Fuchuang Youyue's commitment to a net profit of 2 billion yuan in 2025 indicates a significant contribution to Huamao's overall profitability, effectively creating a second Huamao Technology through this acquisition [3] - The projected compound annual growth rate of Fuchuang Youyue's net profit commitments exceeds 28%, highlighting the growth potential and favorable timing of the acquisition [3] Group 3: Valuation Analysis - The valuation of Fuchuang Youyue increased from 950 million yuan to 2.6 billion yuan, supported by a substantial profit increase from 2.4 million yuan in 2023 to 1.29 billion yuan in 2024, reflecting a 433.63% growth [4] - The acquisition includes clear performance commitments, with net profits of no less than 2 billion yuan, 2.5 billion yuan, and 3.3 billion yuan from 2025 to 2027, totaling at least 7.8 billion yuan, resulting in an average P/E ratio of 10 times [4] - Considering the total payment of 1.899 billion yuan for 100% equity, the effective P/E ratio drops to 7.3 times, significantly lower than the average valuation in the A-share optical module sector [4] Group 4: Risk Management - The transaction emphasizes risk control through performance commitments, providing a foundational guarantee for investment returns, with 68% of the transaction value paid via share issuance at a price of 29.80 yuan per share [4] - The core team of Fuchuang Youyue will remain as shareholders of Huamao Technology, ensuring alignment of interests, with a share lock-up period of at least 12 months to prevent short-term speculative behavior [5]

9月29日，华懋科技披露一项精心设计的资产收购方案，拟以15.04亿元对价收购富创优越剩余57.84%股 权。本次交易不仅展现了上市公司在交易结构设计上的专业性，更凸显了其深度布局AI算力赛道的战 略决心。在全球光模块市场预计2029年突破370亿美元的背景下，华懋科技通过创新的交易方案，以最 小成本实现最大战略效益。 精密设计的交易结构：股权+现金实现多方共赢 本次交易方案在支付方式、对价安排和融资设计上体现了高度的专业性。根据草案，15.04亿元的总对 价中，10.22亿元（68%）通过发行股份方式支付，4.81亿元（32%）以现金支付。这种精密的支付结构 设计实现了多重战略目标。股份支付部分，华懋科技以29.80元/股的发行价格向富创优越的13名原股东 定向发行股份。这一安排实现了与核心团队的利益深度绑定——交易完成后，富创优越原主要股东将成 为华懋科技的直接股东，其个人财富与上市公司股价表现紧密关联，这为后续整合和业绩实现提供了坚 实保障。同时，12个月起的股份锁定期设置，有效防止了短期套现行为，维护了二级市场稳定。现金支 付部分则满足了交易对方的流动性需求，特别是对于有退出意愿的财务投资者而言，4. ...

Core Viewpoint - Huamao Technology (603306) reported a solid performance in the first half of 2025, with revenue and net profit growth, indicating a strong position in the automotive passive safety sector and ongoing strategic initiatives for expansion and innovation [1][2][4]. Financial Performance - In the first half of 2025, Huamao Technology achieved operating revenue of 1.108 billion yuan, a year-on-year increase of 14.42% - The company reported a net profit attributable to shareholders of 137 million yuan, up 3.21% year-on-year - The non-recurring net profit reached 125 million yuan, reflecting a growth of 24.53% year-on-year - Basic earnings per share were 0.44 yuan, an increase of 7.32% year-on-year [1]. Core Business Growth - Huamao Technology maintained its leading position in the automotive passive safety sector, with core business segments showing steady growth - Sales revenue from airbag bags reached 734 million yuan, a year-on-year increase of 12.95% - Sales from woven airbags were 487 million yuan, up 10.96% year-on-year, while OPW business generated 247 million yuan, a growth of 17.07% - Sales of airbag fabric amounted to 293 million yuan, reflecting a significant increase of 32.96% year-on-year - The implementation of new automotive safety regulations is expected to drive structural growth in global airbag installation rates [2]. Technological Innovation - Huamao Technology obtained a patent for a "sewing machine bottom line winding device for airbag bags," enhancing production efficiency and product safety - The company is advancing research in lightweight materials and carbon composite materials to meet the carbon reduction demands of new energy vehicles - R&D expenses for the first half of 2025 reached 55.3852 million yuan, a year-on-year increase of 23.92% - The company holds 119 authorized patents, including 12 invention patents [3]. Overseas Strategy - The establishment of Huamao Technology's subsidiary in Vietnam marks a significant step in its global expansion strategy, focusing on airbag bags and OPW products for Southeast Asia, Asia-Pacific, and European markets - The Vietnam base is projected to achieve an annual output value of approximately 2 billion yuan - In the first half of 2025, the Vietnam base generated sales revenue of about 125 million yuan, a year-on-year increase of 3.31% - The company employs a "localized production + global R&D" model to integrate deeply into the international supply chain [4]. M&A and Growth Potential - Huamao Technology invested 395.361 million yuan to acquire a 42.16% stake in Shenzhen Fuchuang Youyue Technology Co., Ltd., a company specializing in electronic manufacturing services - The company plans to acquire the remaining 57.84% stake through a major asset restructuring, which is expected to create synergies in electronic manufacturing and new material research - Fuchuang Youyue provides ODM solutions for top global brands, enhancing Huamao Technology's capabilities in smart maritime communication technology [5]. Future Outlook - With the increasing penetration of new energy vehicles, stricter global safety regulations, and the integration of AI technology, Huamao Technology is poised to maintain its leadership in the automotive passive safety sector - The release of capacity from the Vietnam base, synergies from Fuchuang Youyue, and breakthroughs in new material research are expected to open new growth opportunities for the company [6].

Core Viewpoint - Huamao Technology is solidifying its core business in automotive passive safety while expanding into the optical communication and semiconductor sectors through the acquisition of Fuchuang Youyue, positioning itself for growth in these emerging markets [1][3][4]. Group 1: Automotive Passive Safety Market - The automotive passive safety system market is expected to reach $24.5 billion by 2025, with a compound annual growth rate (CAGR) of approximately 6.6% from 2022 to 2025 [2]. - Huamao Technology holds over 35% of the domestic market share in the automotive passive safety sector, benefiting from increased vehicle production and the rising penetration of new energy vehicles [2]. - The company is expanding its production capacity with a total investment of 1.05 billion yuan in its Vietnam production base and the renovation of its Xiamen facility, which is expected to contribute to revenue growth as the Vietnam plant ramps up production [2]. Group 2: Acquisition of Fuchuang Youyue - Huamao Technology plans to fully acquire Fuchuang Youyue through a combination of share issuance and cash payment, increasing its stake from 42.16% to 100% [3]. - Fuchuang Youyue is a leading manufacturer in the optical communication industry, with a comprehensive product range and a strong global production capacity [3]. - The company anticipates significant revenue growth driven by the increasing demand for AI applications and computing power, with projected revenues of 6.3 million yuan in 2023, 13.2 million yuan in 2024, and 6.5 million yuan in the first four months of 2025 [3]. Group 3: Investment Outlook - Huamao Technology is rated as a "buy" due to its leadership in the automotive passive safety sector and the expected growth from its new optical communication business [4]. - The company is projected to achieve net profits of 543 million yuan, 720 million yuan, and 915 million yuan from 2025 to 2027, indicating a strong growth trajectory [4].

Investment Rating - The report initiates coverage with a "Buy" rating for the company [9][11]. Core Views - Huamao Technology is a leader in the automotive passive safety sector, with high capacity utilization for airbag products and new factories coming online, which are expected to drive continuous growth in the automotive segment. Additionally, the company plans to fully acquire the optical communication leader Fuchuang Youyue, entering the semiconductor and computing manufacturing fields, creating a new growth engine. Benefiting from the explosive demand for computing power, Fuchuang Youyue has a promising outlook, likely contributing to the company's sustained performance growth. The company is projected to achieve attributable net profits of 543 million, 720 million, and 915 million yuan from 2025 to 2027 [3][9]. Company Overview - Huamao Technology, established in 2002, is a leader in the automotive passive safety field, planning to acquire Fuchuang Youyue, a leader in optical communication, to enter the semiconductor and computing manufacturing sectors. The company has a rich management background, with the current chairman having previously held significant roles in major tech companies [6][19]. Automotive Business Growth - The main products in the automotive safety sector include airbag fabric, airbag bags, and seat belts. The market for automotive passive safety systems is steadily increasing, with a projected global market size of 24.5 billion USD by 2025, growing at a compound annual growth rate (CAGR) of approximately 6.6% from 2022 to 2025. Huamao Technology holds over 35% of the domestic market share in 2022, with new production capacity from its Vietnam base expected to contribute to revenue growth [7][44][50]. Acquisition of Fuchuang Youyue - Huamao Technology plans to fully acquire Fuchuang Youyue through a combination of share issuance and cash payment. Fuchuang Youyue has over 18 years of experience in the optical communication industry and is one of the largest manufacturers of optical module PCBA in China. The company is expected to see significant revenue and profit growth due to the accelerating demand for AI applications and computing power [8][19]. Financial Performance - The company achieved a revenue of 2.21 billion yuan in 2024, a year-on-year increase of 7.7%, and a net profit of 280 million yuan, up 14.6%. In the first quarter of 2025, the company reported a revenue of 540 million yuan, a 14.4% increase year-on-year, and a net profit of 90 million yuan, a 60.3% increase year-on-year [29][32]. Market Position and Competitive Landscape - The automotive passive safety system market is characterized by high entry barriers due to stringent certification requirements and established supplier relationships. Huamao Technology has established a significant competitive advantage in technology, customer resources, and product quality, maintaining a leading position in the domestic market [58][63].

Core Viewpoint - Huamao Technology plans to acquire 100% equity of Fuchuang Youyue Technology, indicating a significant asset restructuring without changing the controlling shareholder or actual controller [1][4]. Group 1: Acquisition Details - The acquisition involves purchasing approximately 19.46% equity of Fuchuang Youyue and 100% equity of its shareholders, Yirui Technology and Fuchuang No.1, through a combination of issuing shares and cash payments [3]. - Prior to this transaction, Huamao Technology held 42.16% equity in Fuchuang Youyue through its wholly-owned subsidiary [4]. - The overall valuation of Fuchuang Youyue was approximately 9.5 billion yuan in September and October 2024, and it decreased to about 8.5 billion yuan in January 2025, reflecting a decline of about 10% [4][5]. Group 2: Financial Performance - Fuchuang Youyue, established in 2019, reported revenues of 630 million yuan and 1.17 billion yuan for 2023 and the first eleven months of 2024, respectively, with net profits of 14.52 million yuan and 120 million yuan [7]. - As of November 2024, Fuchuang Youyue's total assets were approximately 880 million yuan, with net assets around 450 million yuan, and a debt-to-asset ratio of about 50% [8][9]. - Huamao Technology's revenue for 2024 was 2.213 billion yuan, a year-on-year increase of 7.67%, and net profit was 277 million yuan, up 14.64% [10]. Group 3: Strategic Implications - By increasing its stake in Fuchuang Youyue to 100%, Huamao Technology aims to enhance its business layout in the semiconductor and computing manufacturing sectors, which are seen as a second growth curve [4][10]. - The acquisition will allow Huamao Technology to consolidate Fuchuang Youyue's financial performance into its consolidated financial statements, potentially improving overall financial metrics [10].