Core Viewpoint - Sanjia Technology is advancing its first semiconductor acquisition after the entry of Hefei State-owned Assets, planning to acquire 51% of Anhui Zhonghe Semiconductor Technology Co., Ltd. for 121 million yuan, with performance commitments attached [1][2]. Group 1: Acquisition Details - The acquisition price for 51% of Zhonghe Semiconductor is set at 121 million yuan, with a performance commitment that the cumulative net profit from 2025 to 2027 will not be less than 60 million yuan [1][4]. - The remaining 49% of shares held by three entities will be pledged as collateral for potential performance compensation [1][5]. - The acquisition represents a significant valuation increase, with Zhonghe Semiconductor's equity valued at 238 million yuan, reflecting a 181% increase from its book value [3]. Group 2: Company Background - Sanjia Technology specializes in semiconductor packaging equipment and aims to enhance resource allocation efficiency and market share through this acquisition [2]. - Zhonghe Semiconductor, established in June 2022, has a registered capital of 13.0385 million yuan and focuses on manufacturing and selling semiconductor device equipment [2]. Group 3: Performance Commitments - The performance commitments for Zhonghe Semiconductor include achieving net profits of at least 11.5 million yuan, 20 million yuan, and 28.5 million yuan for the years 2025, 2026, and 2027, respectively [4]. - If the cumulative net profit falls short of 60 million yuan by the end of the commitment period, the performance guarantors will provide cash compensation to Sanjia Technology [4]. Group 4: Related Personnel - Several key members of Zhonghe Semiconductor have previous employment history with Sanjia Technology or its subsidiaries, indicating potential synergies [6].

Group 1 - The company plans to acquire 51% equity of Anhui Zhonghe Semiconductor Technology Co., Ltd. through cash payment, with a transaction price of RMB 121.38 million [4][15][22] - The acquisition aims to optimize resource allocation, enhance market share, and improve R&D capabilities, thereby increasing the company's core competitiveness and promoting high-quality development [2][22] - The transaction price is based on an asset evaluation report, which values the total equity of the target company at RMB 238 million, with the acquisition price being less than the evaluated value [11][13][22] Group 2 - The target company, Anhui Zhonghe Semiconductor, specializes in semiconductor packaging equipment and has established a strong customer base, including notable clients in the industry [7][10] - The financial data of the target company shows total assets of RMB 246.12 million and a net profit of RMB 2.34 million for the year ending December 31, 2024 [10][22] - The acquisition will result in Anhui Zhonghe Semiconductor becoming a subsidiary of the company, and its financial statements will be consolidated into the company's financial reports [22]