Xingyuan Materials (06067) plans to acquire 59.9806% of Bangci Electronic Technology (Yancheng) shares for 242 million yuan

According to Zhitong Finance App, Xingyuan Material (06067) announced that on August 13, 2026, the company signed an equity transfer agreement with each transferor. The company plans to acquire a total of 59.9806% of the shares held by each transferor in the target company Bangci Electronic Technology (Yancheng) Co., Ltd., with a total consideration of RMB 242 million. As of the date of this announcement, the company held about 13.50% of the shares in the target company. After the proposed share transfer is completed, the company will hold about 73.4806% of the shares in the target company, and the target company will become a non-wholly-owned subsidiary of the company. The financial results of the target group will be incorporated into the group's consolidated financial statements.

The directors believe that the shares of the company subject to this acquisition are the company's strategic layout in the field of new materials, which can broaden product boundaries, and have the following reasons and benefits:

(1) On the industry side, along with the continuous upgrading of high-end domestic manufacturing accuracy, the demand for high-performance piezoelectric ceramic drive components for precision equipment such as MFC (mass flow controllers) is increasing simultaneously with the demand for autonomous and controllable control. Currently, the localization rate in this process is low, and there is a risk of external constraints on the supply chain. The main products of the target company can be divided into multi-layer piezoelectric ceramic stacks and single-layer piezoelectric ceramic sheets. Multi-layer piezoelectric ceramic stacks can create piezoelectric microfluidics control and piezoelectric microdisplacement platforms by generating precise (nanoscale) displacements under the influence of electric fields. Among them, the main application scenarios of piezoelectric microfluidic control include MFC mass flow controllers, lithium battery coating film heads, piezoelectric dispensers/dispensing valves, medical microinjections, etc.; the main application scenarios of piezoelectric microdisplacement platforms include micro-displacement control of high-end semiconductor precision equipment, fast mirrors for ATP and target core components in satellite laser communication, and deformation mirrors for satellite laser communication core components. Single-layer piezoelectric ceramic sheets are widely used in ultrasonic transducers to achieve functions such as ultrasonic welding and ultrasonic cleaning. The company entered the piezoelectric ceramics industry through the acquisition of the target company, relied on its technical accumulation in the piezoelectric ceramics industry to connect with the incremental market for semiconductor equipment and components, broaden the medium- to long-term growth boundaries, build the company's second curve, and simultaneously form industrial collaboration in the main industries of new materials and lithium batteries.

(2) At the commercial level, after due diligence and business inventory, the target company's business performance in 2026 showed a rapid growth trend, with sufficient on-hand order reserves, and strong certainty and sustainability in business development; the proposed share transfer was clear, the transaction pricing was reasonable, and the company was able to obtain high-quality industrial assets at a reasonable cost, further improving overall business quality and return on investment, and creating long-term value for all investors.

(3) At the industrial level, the core customer groups of the company and the target company in the lithium battery industry chain are highly coincident, and there is a significant foundation for industrial collaboration. After the proposed equity transfer is completed, channel complementarity and cross-sales can be carried out based on the respective resource advantages, deepening service capabilities for core customers, promoting technological integration and product iteration, and jointly promoting technological progress in the industry.

After the proposed equity transfer is completed, the target company will become a controlling subsidiary of the company and included in the scope of the company's consolidated statements. Through subsequent resource integration and empowerment, the company will continue to improve overall operational efficiency and core competitiveness. The company's resilience to risks will be effectively enhanced, which conforms to the interests of all shareholders and the company.