Core Viewpoint - Jia Rong Technology is planning a significant asset restructuring by acquiring a controlling stake in Hangzhou Lanran Technology Co., Ltd. through a share issuance and raising matching funds, which is expected to constitute a major asset restructuring [2][7]. Group 1: Acquisition Details - On November 16, Jia Rong Technology signed a share purchase intention agreement with major shareholders of Hangzhou Lanran, indicating the intent to acquire all shares held by these shareholders [7]. - The transaction is still in the planning stage, with no formal agreement signed yet, and it requires necessary internal decision-making processes and regulatory approvals before implementation [7]. - The transaction is expected to result in the main trading counterpart holding over 5% of the listed company, which will constitute a related party transaction [7]. Group 2: Background of Hangzhou Lanran - Hangzhou Lanran, established in September 2009, is a national high-tech enterprise focusing on ion exchange membranes and electrodialysis technology, primarily engaged in gas and liquid separation and purification equipment manufacturing [9]. - The company has faced challenges, including a failed IPO attempt in 2022 due to significant issues identified by the Shenzhen Stock Exchange, such as serious revenue recognition problems and intentional concealment of materials [10]. Group 3: Strategic Implications for Jia Rong Technology - The acquisition of Hangzhou Lanran aligns with Jia Rong Technology's strategy of external growth, following its previous acquisition of Israeli company AMS in 2022 [12][13]. - This merger is expected to enhance Jia Rong Technology's product line by integrating Hangzhou Lanran's technological expertise in ion exchange membranes and electrodialysis [13]. Group 4: Financial Performance - Jia Rong Technology reported a revenue of 362 million CNY for the first three quarters of 2025, a year-on-year decrease of 7.53%, while net profit attributable to shareholders was 59.3 million CNY, an increase of 12.95% [14]. - The company's gross profit margin was 41.18%, and net profit margin was 16.7%, both showing improvement compared to the previous year [14]. - As of September 30, the accounts receivable reached 628 million CNY, which is over ten times the net profit, indicating potential cash flow challenges [15].

Core Viewpoint - Jia Rong Technology is planning a significant asset restructuring by acquiring a controlling stake in Hangzhou Lanran Technology Co., Ltd. through a share issuance and raising matching funds, which is expected to constitute a major asset restructuring. The transaction is still in the planning stage and is subject to uncertainties [1][4]. Summary by Sections Acquisition Details - On November 16, Jia Rong Technology signed a share purchase intention agreement with major shareholders of Hangzhou Lanran, agreeing to acquire all shares held by them through share issuance [4]. - The transaction is expected to involve issuing shares and raising matching funds, which will likely constitute a major asset restructuring. Post-transaction, the main counterparties are expected to hold over 5% of the listed company, indicating a related party transaction [4]. Company Background - Hangzhou Lanran, established in September 2009, is a national high-tech enterprise focusing on ion exchange membranes and electrodialysis technology, primarily engaged in gas and liquid separation and purification equipment manufacturing [5]. - The company has developed a membrane-integrated separation technology centered on electrodialysis, targeting industries such as power, metallurgy, petrochemicals, and wastewater resource utilization [5]. IPO History - Hangzhou Lanran previously attempted an IPO on the ChiNext board in June 2022 but withdrew its application in December 2022 due to significant issues identified during the review process, including serious revenue recognition problems [6][7]. - The company was flagged by the Shenzhen Stock Exchange as a typical regulatory case due to its failure to provide complete project materials and intentional concealment of information [7]. Strategic Development - The proposed acquisition of Hangzhou Lanran aligns with Jia Rong Technology's strategy of external growth, following its previous acquisition of Israeli company AMS in 2022, which specializes in producing membranes resistant to strong acids and bases [9][10]. - This acquisition is expected to enhance Jia Rong Technology's product line by integrating Hangzhou Lanran's technological expertise in ion exchange membranes and electrodialysis [11]. Financial Performance - Jia Rong Technology's recent financial report indicates improved profitability but pressure on cash flow, with a revenue of 362 million CNY for the first three quarters of 2023, a year-on-year decrease of 7.53%, while net profit increased by 12.95% to 59.3 million CNY [12][13]. - The company reported a gross margin of 41.18% and a net margin of 16.7%, both showing improvement compared to the previous year, although accounts receivable reached 628 million CNY, over ten times its net profit, indicating potential cash flow risks [13].