Core Viewpoint - The article discusses the acquisition of a 31% stake in Zhuhai Noah Changtian Storage Technology Co., Ltd. by Purun Co., which will result in Purun gaining a controlling interest in the company and indirectly controlling SkyHigh Memory Limited (SHM) [3][5][8]. Summary by Sections Acquisition Details - Purun announced on November 17 that it plans to acquire a 31% stake in Noah Changtian for a total of 144 million RMB (approximately 21 million USD) [3][6]. - After the acquisition, Purun's ownership in Noah Changtian will increase to 51%, allowing it to control the company and indirectly control SHM, which is fully owned by Noah Changtian [6][8]. Company Background - Purun, established in 2016 and headquartered in Zhangjiang Hi-Tech Park, Shanghai, specializes in non-volatile memory chips such as NOR Flash and EEPROM, as well as MCU microcontroller chips [7]. - SHM, a semiconductor company registered in Hong Kong, focuses on high-performance 2D NAND and derivative memory products, with a strong presence in various global markets [8]. Rationale for Acquisition - The acquisition aims to achieve three main objectives: 1. **Product Complementarity**: Purun's main products (NOR Flash, EEPROM) complement Noah Changtian's offerings (SLC NAND, eMMC, MCP), creating a comprehensive non-volatile memory product lineup [9][14]. 2. **Market Complementarity**: Purun primarily serves the domestic market, while Noah Changtian has a strong presence in overseas markets, allowing for a global sales network [9][14]. 3. **Technical Complementarity**: Purun has strong IC design capabilities, while Noah Changtian excels in product performance optimization and manufacturing processes, enhancing overall capabilities [9][14]. Financial Performance - In 2024, Purun's revenue is projected to reach 1.804 billion RMB (approximately 260 million USD), with storage series chips accounting for 78.6% of total revenue [9][10]. - Recent financial performance shows a revenue increase in 2023, with a total of 1.127 billion RMB (approximately 162 million USD) and a year-on-year growth of 21.87% [11][12]. - SHM reported a revenue of 687 million RMB (approximately 100 million USD) and a net profit of 47.49 million RMB (approximately 6.9 million USD) for the first eight months of 2025 [12]. Competitive Landscape - The markets for NOR Flash and EEPROM have established players with significant advantages, making it challenging for new entrants like Purun to compete effectively [13][14]. - The acquisition is seen as a strategic move for Purun to enhance its market position and capabilities in the semiconductor industry [14].

Core Viewpoint - The company, Purun Semiconductor, plans to acquire a controlling stake in a target company through cash transactions with existing shareholders, which will lead to indirect control over SHM and inclusion in the company's consolidated financial statements [1]. Group 1: About SHM - SHM is a semiconductor company registered in Hong Kong, focusing on high-performance 2D NAND and derivative memory products, with core competencies in firmware algorithm development, memory chip testing solutions, integrated packaging design, and customized memory products [4]. - SHM has engineering centers in South Korea and Japan, and sales offices across Asia, Europe, and North America, establishing a mature global sales network to provide high-quality flash memory solutions [5]. Group 2: About Purun Semiconductor - Purun Semiconductor (Shanghai) Co., Ltd. was established in 2016 and went public in 2021, headquartered in Shanghai, with branches in Chengdu and sales/support centers in Shenzhen and South Korea, as well as a research center in Suzhou [6]. - The company's main products include NOR Flash and EEPROM non-volatile memory chips, MCU microcontroller chips, and analog products, widely used in IoT, smartphones, wearables, servers, optical modules, industrial control, automotive electronics, and security [7]. Group 3: Impact of Acquisition - If the acquisition is completed, the company will gain control of the target company, leading to significant business synergies, as the main products of both companies (NOR Flash, EEPROM, SLC NAND, eMMC, MCP) will effectively complement each other, forming a complete non-volatile memory product layout [8]. - The company's revenue primarily comes from the Chinese market, while the target company generates most of its revenue from overseas markets, allowing for effective complementarity in sales channels and the formation of a global sales network [9]. - As an IC design enterprise, the company possesses strong independent R&D capabilities, while the target company has rich experience in product performance optimization and manufacturing processes, leading to effective complementarity in design and engineering capabilities [10]. - Overall, the acquisition is expected to create synergies in products, markets, and technologies, enhancing the company's scale and core market competitiveness [11].