Core Viewpoint - Zhiyang Innovation (688191) announced a suspension of trading on February 4, 2026, to plan the acquisition of control over Shenzhen Lingming Photon Technology Co., Ltd. This transaction is expected to constitute a major asset restructuring and related party transaction, but will not change the company's control [1][4]. Group 1: Company Overview - Zhiyang Innovation was established in 2006 and listed on the Sci-Tech Innovation Board on April 8, 2021. It specializes in providing intelligent operation and maintenance analysis management systems for the power, water conservancy, rail transit, and new energy sectors, focusing on AI platforms, big data, and digital twin solutions [5]. - As of February 4, 2026, Zhiyang Innovation's stock price was 38.41 yuan per share, with a market capitalization of approximately 8.898 billion yuan [5]. Group 2: Acquisition Details - The acquisition will be pursued through various methods, including issuing ordinary shares, possibly issuing convertible bonds, and cash payments. The company plans to raise supporting funds for this acquisition [4]. - The specific valuation of Lingming Photon has not been determined yet, and the transaction is still in the planning and negotiation stages, indicating uncertainty [4]. - Initial communications have been established with key transaction parties, including Zhuhai Lingming Technology (Partnership) and Zang Kai, who is also the legal representative of Lingming Photon [4]. Group 3: Lingming Photon Overview - Lingming Photon was founded in May 2018 by a top team of overseas PhDs and has offices in Shenzhen, Hangzhou, Deqing, and Shanghai Zhangjiang, employing over 100 people, with more than 80% being R&D personnel [7]. - The company has received numerous awards, including being recognized as a national-level specialized and innovative "little giant" enterprise and a high-tech enterprise [7]. - Lingming Photon specializes in single-photon avalanche diodes (SPAD), which are core components for enabling 3D perception in modern electronic devices, widely used in automotive, smartphones, robotics, and smart home applications [7][8]. Group 4: Technology and Market Position - Lingming Photon focuses on commercializing cutting-edge SPAD and 3D sensing research through BSI 3D stacking technology, achieving excellent performance and system integration [8]. - The company provides a range of SPAD dToF sensor products, which have been chosen by leading clients in the automotive and consumer electronics sectors due to their superior performance and production capabilities [8]. - Lingming Photon ensures stable production quality by adhering to multiple international standards, including ISO 9001 and AEC-Q100 [8]. Group 5: Legal Challenges - Lingming Photon is currently involved in multiple intellectual property disputes with leading lidar company Suoteng Juchuang [9].