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深圳华大智造科技股份有限公司 关于公司收购资产及增资暨关联交易的公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2026-02-01 23:05
Core Viewpoint - Shenzhen BGI Intelligent Manufacturing Technology Co., Ltd. plans to acquire 100% equity of Shenzhen BGI Sanjian Qifa Technology Co., Ltd. and Hangzhou BGI Xifeng Technology Co., Ltd. for a total price of 365.7 million yuan, aiming to enhance its capabilities in spatial omics and nanopore sequencing technologies [2][5][12]. Transaction Overview - The acquisition involves cash payment for the equity of the two companies, with the total transaction price set at 365.7 million yuan, comprising 158 million yuan for Sanjian Qifa and 207.7 million yuan for Xifeng [2][5]. - Following the acquisition, BGI Intelligent Manufacturing will inject 70 million yuan into Sanjian Qifa and 60 million yuan into Xifeng to support their operations and business expansion [3][6]. Technology and Intellectual Property - Sanjian Qifa will acquire intellectual property rights related to spatial omics technology, with a transaction price of 65.34 million yuan [4][12]. - Xifeng will acquire intellectual property rights related to nanopore sequencing technology, with a transaction price of 56.17 million yuan [4][12]. Performance Commitment - BGI Technology, the counterparty, has made performance commitments regarding the profitability of the acquired companies. If the companies fail to meet the promised net profit during the commitment period, BGI Technology will provide cash compensation [4][12]. Financial Impact - The transaction is expected to have a short-term impact on the company's operating profits due to the acquired companies being in the R&D phase and not yet profitable. However, the long-term potential for innovation and commercialization is significant [8][12]. - The acquisition will not adversely affect the company's cash flow, as it has sufficient cash reserves and a strong cash-generating ability [8][12]. Strategic Importance - This acquisition is a strategic move to integrate cutting-edge technologies in spatial omics and nanopore sequencing, enhancing the company's competitive edge in the gene sequencing market [8][19]. - The combined capabilities will allow the company to offer comprehensive solutions from library construction to sequencing and data analysis, significantly improving service capabilities [18][21]. Market Positioning - BGI Intelligent Manufacturing aims to secure a leading position in the global sequencing market by integrating both short-read and long-read sequencing technologies, thus enhancing its strategic initiative and market competitiveness [19][20]. Approval Process - The transaction has been approved by the company's board of directors and will require further approval from the shareholders' meeting, with related parties abstaining from voting [7][23].