Beijing Xinghua Certified Public Accountants (Special General Partnership)
Response to the Shenzhen Stock Exchange's "Audit Inquiry Letter Regarding the Application of Unigroup Guoxin Microelectronics Co., Ltd. for Issuing Shares and Paying Cash to Purchase Assets and Raise Supporting Funds"
[2026] Jing Hui Xing Wen Zi No. 00020003
Date of Signing: July 2026
To the Listing Review Center of the Shenzhen Stock Exchange:
In accordance with the requirements of the "Audit Inquiry Letter Regarding the Application of Unigroup Guoxin Microelectronics Co., Ltd. for Issuing Shares and Paying Cash to Purchase Assets and Raise Supporting Funds" (Audit Letter [2026] No. 130012) (hereinafter referred to as the "Audit Inquiry Letter") issued by your exchange on June 30, 2026, Beijing Xinghua Certified Public Accountants (Special General Partnership) (hereinafter referred to as the "Accountants") has prudently verified the questions related to the accountants in the inquiry letter for Unigroup Guoxin Microelectronics Co., Ltd. (hereinafter referred to as the "Listed Company," "Company," or "Unigroup Guoxin"). The relevant responses are explained as follows.
Unless otherwise specified, the abbreviations or definitions of terms in this response to the audit inquiry letter have the same meanings as those defined in the restructuring report. In this response, if there is a discrepancy between the sum of the items and the total, it is due to rounding. The financial data and financial indicators cited in this response refer to the financial data under the consolidated statement caliber and the financial indicators calculated based on such financial data, unless otherwise specified.
| Question in Audit Inquiry Letter | Bold (Bolded) |
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| Response to questions in Audit Inquiry Letter, citations from the restructuring report | Regular font |
Table of Contents
Question 2: Regarding the revenue and customers of the target assets 3
Question 3: Regarding the financial status of the target assets 67
Question 2: Regarding the revenue and customers of the target assets
The application documents show: (1) The target assets' main products include thyristors, power diodes, and silicon carbide devices. During the reporting period, the gross profit margins of the target assets' main business were 28.91% and 28.34%, respectively. The main sources of gross profit were thyristors and power diodes, while the gross profit margins for silicon carbide diodes and other main products were negative. (2) The target assets inherited the NXP global sales network. The top five customers are mainly internationally renowned semiconductor distributors such as WPG Holdings, Avnet, Arrow Electronics, and Yida Electronics. The sales revenue proportion of the top five customers in 2024 and 2025 was 76.83% and 73.96%, respectively. (3) During the reporting period, the proportion of the target assets' overseas sales was 89.55% and 88.64%, respectively, with China's Hong Kong, Macao, and Taiwan regions being the primary markets, accounting for 59.83% and 57.76%, respectively. During the reporting period, the unit price and gross profit margin of the target assets' overseas sales were higher than those of products sold domestically, with gross profit margin differences of 5.19% and 21.44% in 2024 and 2025, respectively. (4) The target assets adopt a sales model primarily based on distribution, supplemented by direct sales. The proportion of distribution revenue to main business revenue during the reporting period was 89.93% and 90.50%, respectively. The target assets' main distributors are mostly international listed companies and regional large-scale semiconductor distributors with mature management and rebate models. (5) As of the end of the reporting period, the target assets' deferred income was 17.85 million yuan and 26.4774 million yuan, respectively, accounting for 10.07% and 11.84% of non-current liabilities, mainly consisting of received government subsidies. As of December 31, 2025, the target assets had cumulatively received 55.0672 million yuan in subsidies related to the construction of the Weien Beijing project. If the target assets fail to meet the assessment requirements of the "Park Entry Agreement" in the future, they may face the possibility of being unable to obtain subsequent subsidies and being required to return the subsidies already received.