车载光学传感模组
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欧菲光回复审核问询函,并购标的公司关联交易、募资必要性引关注
Cai Jing Wang· 2025-11-20 09:44
Core Viewpoint - O-Film Technology plans to acquire a 28.2461% stake in O-Film Microelectronics for 1.791 billion yuan and raise up to 800 million yuan in supporting funds, with the aim of enhancing its capabilities in sensor modules and related technologies [1] Group 1: Acquisition Details - The acquisition price for O-Film Microelectronics is set at 1.791 billion yuan, with an assessed value of 6.34 billion yuan, resulting in a premium of 112.81% [1] - O-Film Microelectronics specializes in the development and production of fingerprint recognition modules and 3D sensing modules, serving as the sole implementation entity for O-Film's related business [1] Group 2: Financial Performance - O-Film Microelectronics reported revenues of 2.856 billion yuan, 3.175 billion yuan, and 732 million yuan for the years 2023, 2024, and the first quarter of 2025, respectively [1] - The net profit attributable to the parent company for the same periods was 237 million yuan, 279 million yuan, and 36.618 million yuan [1] Group 3: Customer and Supplier Concentration - O-Film Microelectronics has a high customer concentration, with the top five customers accounting for 79.40%, 78.30%, and 79.29% of revenue during the reporting periods [2] - O-Film is the largest customer of O-Film Microelectronics, with sales proportions of 66.22%, 73.18%, and 73.47% [2] Group 4: Related Transactions - The company explained that the high customer concentration is reasonable due to the characteristics of the downstream market and the strategic focus on high-end models [2][3] - O-Film Microelectronics sells through the parent company and its subsidiaries to meet customer management needs and improve efficiency [3] Group 5: Fundraising Necessity - The company plans to use the raised funds for the development and industrialization of new ultrasonic fingerprint modules, automotive optical sensing modules, and machine vision optical sensing modules [3] - Previous fundraising efforts in September 2021 raised 3.53 billion yuan, with 2 billion yuan allocated for working capital, and the remaining funds intended for high-pixel optical lens projects [3][4] Group 6: Financial Health - In the first three quarters of 2025, the company reported revenues of 15.816 billion yuan, a year-on-year increase of 9.29%, but incurred a net loss of 68.0486 million yuan compared to a profit of 47.1192 million yuan in the previous year [4]