北京商报讯（记者 张君花）12月9日，探路者在投资者互动平台表示，公司并购的深圳贝特莱、上海通 途两家企业，其下游客户涵盖了华为、小米等知名企业，相关产品通过下游客户和供应链环节进入上述 品牌供应链，其产品服务的终端客户范围涵盖华为、小米等主流消费电子品牌商，以及国内外主流智能 门锁头部品牌。其中，上海通途聚焦视频IP授权与芯片业务，产品主要应用于包括华为、小米在内的智 能AI手机和新能源车企等端侧场景，在屏幕桥接芯片领域出货量处于行业前列；深圳贝特莱的产品覆 盖笔记本电脑、智能穿戴、智能家居等场景，其指纹识别芯片在智能门锁领域连续多年位居国内外行业 市占率头部，公司核心业务与产品优势将以国产替代及技术创新为目标，持续拓展合作机会。公司将严 格按照深交所相关规定，及时履行信息披露义务。 ...

证券日报网讯12月9日，探路者（300005）在互动平台回答投资者提问时表示，公司并购的深圳贝特 莱、上海通途两家企业，其下游客户涵盖了华为、小米等知名企业，相关产品通过下游客户和供应链环 节进入上述品牌供应链，其产品服务的终端客户范围涵盖华为、小米等主流消费电子品牌商，以及国内 外主流智能门锁头部品牌。其中，上海通途聚焦视频IP授权与芯片业务，产品主要应用于包括华为、小 米在内的智能AI手机和新能源车企等端侧场景，在屏幕桥接芯片领域出货量处于行业前列；深圳贝特 莱的产品覆盖笔记本电脑、智能穿戴、智能家居等场景，其指纹识别芯片在智能门锁领域连续多年位居 国内外行业市占率头部，公司核心业务与产品优势将以国产替代及技术创新为目标，持续拓展合作机 会。公司将严格按照深交所相关规定，及时履行信息披露义务，敬请关注公司后续公告。 ...

人民财讯12月9日电，探路者（300005）12月9日在互动平台表示，公司并购的深圳贝特莱、上海通途两 家企业，其下游客户涵盖了华为、小米等知名企业，相关产品通过下游客户和供应链环节进入上述品牌 供应链，其产品服务的终端客户范围涵盖华为、小米等主流消费电子品牌商，以及国内外主流智能门锁 头部品牌。其中，上海通途聚焦视频IP授权与芯片业务，产品主要应用于包括华为、小米在内的智能AI 手机和新能源车企等端侧场景，在屏幕桥接芯片领域出货量处于行业前列；深圳贝特莱的产品覆盖笔记 本电脑、智能穿戴、智能家居等场景，其指纹识别芯片在智能门锁领域连续多年位居国内外行业市占率 头部，公司核心业务与产品优势将以国产替代及技术创新为目标，持续拓展合作机会。 ...

在传统主业日益疲软的情况下，越来越多的企业寄希望于转型半导体，以求获新生。 日前，国内户外用品上市公司探路者公告称，拟以3.21亿元收购深圳贝特莱电子51%股权，同时以3.57亿元收购上海通途半导体51%股权。 上述两笔交易总额达6.78亿元，且均是高溢价收购，收购贝特莱的增值率为363.26%，收购上海通途的增值率更是高达2119.65%。 斥巨资收购半导体标的背后，是探路者的传统户外用品主业日益疲软，"紫光系"李明入主之后，公司便大刀阔斧向半导体行业进军。 不过二级市场对上述交易似乎并不看好。收购公告发布以来，探路者股价累计跌幅超12%，截至12月8日收盘，报10.35元/股，最新市值91.46亿元。 从"卖冲锋衣"到"卖芯片" 在国内户外用品领域，探路者的资历颇老。公司成立于1999年，2009年作为首批企业之一登陆创业板，也被称作"户外用品第一股"。 产品涵盖户外服装、户外鞋品和户外装备三大系列，旗下品牌有探路者、探路者童装、Discovery Expedition（已退出授权运营），其市占率曾排名第一， 是中国最大的户外用品企业之一。 和很多传统企业一样，探路者过去十年面临的最大难题是，如何找到新的 ...

Core Viewpoint - The company is actively expanding its chip business through acquisitions, including the purchase of stakes in two high-quality firms, which will enhance its competitive position in the semiconductor industry [1][2]. Group 1: Acquisitions and Market Response - On December 5, the company disclosed its indirect stake in Moore Threads through a subsidiary, leading to a 4.01% increase in its stock price, closing at 10.37 yuan per share [1]. - The company announced the acquisition of 51% stakes in Better Life for 321 million yuan and Shanghai Tongtu for 357 million yuan [1]. Group 2: Target Companies and Their Strengths - Better Life is a leading design firm in the mixed-signal chip sector, particularly in fingerprint recognition for smart locks, and ranks first in its industry [2]. - Shanghai Tongtu specializes in IP technology licensing and chip design, with leading capabilities in video compression and AMOLED display driving technology, having successfully licensed its IP to over 20 medium and large chip companies [2]. Group 3: Strategic Goals and Business Integration - The core objective of these acquisitions is to create a deep complementarity and comprehensive reinforcement with the existing chip business, accelerating technological upgrades and market expansion [2]. - The company aims to enhance its overall competitiveness in the chip industry and promote rapid development of its core chip business through the integration of technologies, products, and customer resources from the acquired firms [2][3]. Group 4: Business Overview and Strategy - The company operates in both outdoor and semiconductor industries, with its chip business including subsidiaries that are leaders in various specialized areas, such as MiniLED display driver chips and infrared thermal imaging detectors [3]. - The company has established a dual-main business strategy of "outdoor + chip," planning to further integrate its chip business and resources through both organic growth and acquisitions to increase revenue and profit contributions from this sector [3].

Core Viewpoint - The company,探路者, is aggressively pursuing a dual business strategy of "outdoor + chips" by acquiring two semiconductor companies for a total of 678 million yuan, amidst concerns over high acquisition premiums and market reactions to its stock price [1][3][4]. Group 1: Acquisition Details - The company announced plans to acquire 51% stakes in Shenzhen Beitelai Electronics Technology Co., Ltd. and Shanghai Tongtu Semiconductor Technology Co., Ltd. for 3.21 billion yuan and 3.57 billion yuan respectively, totaling 6.78 billion yuan [1][3]. - The acquisition premiums are significant, with Beitelai's valuation increasing by 3.63 times and Tongtu's by 21.19 times, raising concerns about potential risks associated with high valuations [1][3][4]. - The acquisitions are expected to enhance the company's competitive position in the semiconductor industry, benefiting from the domestic substitution process [3][5]. Group 2: Leadership and Strategic Shift - Following the entry of new controlling shareholder Li Ming, who previously served as chairman of Unisoc, the company has shifted its focus to a dual business model, initiating multiple acquisitions in the semiconductor sector since 2021 [6][7]. - The original founders have significantly cashed out, with reports indicating they have sold shares worth over 1.4 billion yuan, leading to a perceived separation from the company's operational decisions [8][9]. - Li Ming's recent actions, including a substantial private placement to raise funds, indicate a strong commitment to the company's future despite market skepticism [10][11]. Group 3: Financial Performance and Market Challenges - The outdoor business still accounts for nearly 80% of the company's revenue but is experiencing a decline, with a reported 10.51% decrease in revenue for the first half of 2025 [14]. - The semiconductor business, identified as a second growth driver, has shown a dramatic slowdown in growth, with revenue growth dropping from 590.93% to 8.27% year-on-year [15]. - The company reported a net profit of 33 million yuan for the first three quarters of 2025, a 67.53% decline compared to the previous year, indicating ongoing financial challenges [16].

12月1日，探路者集团发布收购公告引发资本市场关注：以合计6.8亿元自有资金收购贝特莱与上海通途 各51%股权，将两家芯片细分赛道龙头收入麾下。在端侧AI渗透率突破30%、半导体产业国产化提速的 关键节点，探路者以两家标的公司的技术实力为锚，通过业务生态的深度聚变，最终依托户外场景实现 芯片商业化的精准破局，形成了"图→显→触→感"全链条的布局，彰显其深耕芯片核心技术、拓展高增 长AI赛道的坚定雄心。 半导体行业的"硬资产"，最终要靠"市场份额"和"利润"说话。探路者收购的贝特莱与上海通途，均为各 自赛道已经盈利的成熟龙头，这为收购收益提供了基础保障。公告披露的核心数据显示，两家企业均已 形成"技术优势-市场份额-盈利增长"的良性循环，绝非单纯的技术概念。 贝特莱在数模混合信号链芯片领域的积累已达十余年，作为国家高新技术企业，其核心产品指纹识别芯 片在智能门锁领域连续多年市占率第一，触控芯片跻身笔电头部品牌供应链，专用MCU芯片因集成触 控模块在工业控制领域形成差异化优势。这种细分赛道的统治力，源自其独特的技术创新——首创的 FD唤醒技术将指纹模组待机功耗降至行业最低，最新研发的悬浮触控芯片则突破了AI眼镜、 ...

Core Viewpoint - The company, after the acquisition by new controlling shareholder Li Ming, is actively pursuing acquisitions in the semiconductor sector, with recent announcements to acquire stakes in two chip companies, but market reactions have been negative due to past acquisition performance concerns [1][3]. Acquisition Details - The company plans to invest 321.3 million yuan and 357 million yuan to acquire 51% stakes in Shenzhen Betel Electronics Technology Co., Ltd. and Shanghai Tongtu Semiconductor Technology Co., Ltd. respectively [1]. - The company has previously acquired three chip companies from 2021 to 2023, but the outcomes of these acquisitions have not been satisfactory [1][3]. Financial Performance of Target Companies - As of August 31, 2025, Betel and Tongtu have total assets of 276 million yuan and 103 million yuan, respectively, with net profits projected to be 33.7 million yuan, 47.7 million yuan, and 68.6 million yuan for Betel from 2026 to 2028 [6]. - For 2024 and the first eight months of 2025, Betel's revenues are projected at 179 million yuan and 166 million yuan, while Tongtu's revenues are expected to be 56.1 million yuan and 105 million yuan [6]. Market and Competitive Landscape - The semiconductor industry is experiencing intense competition, particularly in consumer electronics, which raises concerns about the performance of the acquired companies [7][8]. - The market for consumer chips is described as mature, with significant price competition and a lack of growth potential in lower-end chip segments [8]. Valuation and Premium Concerns - The acquisitions involve significant premiums, with Betel valued at 650.6 million yuan, representing a 363.26% increase over its net asset value, and Tongtu valued at 702.8 million yuan, reflecting a 2119.65% increase [10]. - The high valuation may lead to substantial goodwill and intangible asset recognition, which could pose risks if the acquired companies do not meet performance expectations [12][10]. Financial Position and Funding Challenges - The company is utilizing 678 million yuan of its own funds for the acquisitions, which exceeds 70% of its available cash [16]. - The company is also planning a private placement to raise 1.858 billion yuan to support liquidity, with potential risks associated with the timing and success of this fundraising effort [18]. Business Transition and Revenue Contribution - The company has been transitioning from its original outdoor brand focus to a dual business model that includes semiconductor operations, but the semiconductor segment still accounts for less than 20% of total revenue [19]. - In the first half of 2025, semiconductor revenue was approximately 112 million yuan, while outdoor apparel and footwear contributed over 76% of total revenue [19][20]. Performance of Acquired Companies - The financial performance of the three semiconductor subsidiaries has been disappointing, with significant losses reported by Beijing Xinneng and a sharp decline in profits for G2 Touch [21]. - The reliance on overseas markets has exposed the company to currency fluctuations, further complicating its financial stability [22].

Core Viewpoint - The outdoor products leader, Explorer (300005.SZ), unexpectedly saw its stock price drop significantly after announcing a plan to acquire two chip companies for 678 million yuan, raising concerns about high premiums and the company's financial health [1][3][8]. Acquisition Details - Explorer plans to invest a total of 678 million yuan to acquire 51% stakes in two chip companies: Shenzhen Better Life Electronics Technology Co., Ltd. and Shanghai Tongtu Semiconductor Technology Co., Ltd. [3][5]. - The acquisition involves high premiums, with Better Life's valuation at approximately 651 million yuan, reflecting a 363.26% increase over its net asset value, and Tongtu's valuation at 703 million yuan, showing a 2119.65% increase [7]. Financial Performance - Explorer's revenue for the first three quarters of 2025 was 953 million yuan, a year-on-year decline of 13.98%, while its net profit dropped by nearly 68% to 33.03 million yuan [4][12]. - The company's outdoor business has been under pressure due to market conditions, leading to disappointing sales [4][12]. Market Reaction - Following the acquisition announcement, Explorer's stock opened slightly higher but quickly turned to a decline, ultimately closing down 12.07% on December 2 [2][8]. Future Outlook - The two acquired companies are expected to achieve a combined net profit of no less than 300 million yuan over the next three years, with performance commitments in place [4][13]. - The success of this acquisition in helping Explorer overcome its current operational challenges remains uncertain [9][14].

Core Viewpoint - The company, Tanshan Holdings Group Co., Ltd. (Tanshan), announced plans to acquire 51% stakes in Shanghai Tongtu Semiconductor Technology Co., Ltd. and Shenzhen Beitelai Electronics Technology Co., Ltd. for a total of 678 million yuan, indicating a strategic shift towards the semiconductor industry [1][2][9]. Group 1: Acquisition Details - Tanshan plans to use its own funds of 357 million yuan to acquire 51% of Shanghai Tongtu and 321 million yuan for 51% of Beitelai, totaling 678 million yuan [1][2]. - The acquisition values for the target companies are notably high, with Shanghai Tongtu's premium rate at 2119.65% and Beitelai's at 363.26% [9]. Group 2: Company Background and Transition - Tanshan, established in 1999 and listed in 2009, has faced declining revenues and profits since 2015, prompting a strategic shift towards the semiconductor sector under the leadership of its current chairman, Li Ming [12][13]. - The company is now operating under a dual business model of "outdoor + chips," with outdoor products still accounting for nearly 80% of total revenue [14]. Group 3: Financial Performance - In the first eight months of 2025, Beitelai reported revenues of 166 million yuan and net profits of 17.73 million yuan, showing year-on-year growth of 28% and 42% respectively [6]. - Shanghai Tongtu achieved revenues of 105 million yuan and net profits of 18.89 million yuan in the same period, indicating a significant increase compared to the previous year's net profit of 5.54 million yuan [8]. - However, Tanshan's overall financial performance has been under pressure, with a reported revenue decline of 13.98% to 953 million yuan and a net profit drop of 70.46% to 26.94 million yuan in the latest quarter [20]. Group 4: Market Challenges - The outdoor market is facing intense competition, leading to a decline in sales for Tanshan's outdoor products, with a reported revenue drop of 7.82% in the first half of 2025 [21][22]. - The company's chip business has not yet stabilized in profitability, with significant reliance on its Korean subsidiary, G2 Touch, which experienced an 80.23% drop in net profit due to exchange rate fluctuations [24].