Summary of the Draft Report on the Company's Issuance of Shares and Cash Payment for Asset Acquisition and Fundraising for Related Transactions (Revised Draft)

Securities Code: 300131

Securities Abbreviation: Yingtang Zhikong

Listing Location: Shenzhen Stock Exchange

Summary of the Draft Report on the Company's Issuance of Shares and Cash Payment for Asset Acquisition and Fundraising for Related Transactions (Revised Draft)

Transaction Type

• Transaction Counterparty: Issuance of shares and cash payment for asset acquisition
• Acquisition Targets:
  • 100% equity of Guanglong Integrated Technology Co., Ltd.
  • 100% equity of Shanghai Aojian Microelectronics Technology Co., Ltd.
• Counterparties Involved:
  • Guanglong Technology Group Co., Ltd.
  • Shanghai Congjian Enterprise Management Partnership (Limited Partnership)
  • Shanghai Hanjian Enterprise Management Partnership (Limited Partnership)
  • Shenzhen Waibin Technology Development Co., Ltd.
  • Gao Zhiyu
  • Beijing Jingshui Shenliu Technology Partnership (Limited Partnership)
  • Shanghai Pujian Enterprise Management Partnership (Limited Partnership)

Fundraising

• Amount: Not exceeding 35 specific investors
• Independent Financial Advisor: April 2026

Company Declaration

The company and all directors and senior management guarantee the truthfulness, accuracy, and completeness of this summary, with no false records, misleading statements, or significant omissions, and bear corresponding legal responsibilities. The company, controlling shareholders, actual controllers, all directors, and senior management commit to not transferring shares in the company during investigations related to false records or misleading statements until conclusions are reached.

Counterparty Declaration

All counterparties have issued commitment letters to disclose relevant transaction information timely, ensuring the truthfulness, accuracy, and completeness of such information.

Declaration of Related Securities Service Institutions and Personnel

The securities service institutions and personnel involved in this transaction commit that the application documents provided are true, accurate, and complete.

Table of Contents

1. Company Declaration
2. Counterparty Declaration
3. Declaration of Related Securities Service Institutions and Personnel
4. Table of Contents
5. Definitions
6. Major Risk Alerts
7. Overview of the Transaction
8. Fundraising Arrangement
9. Impact on the Company
10. Decision-Making Process and Approval
11. Opinions of Major Shareholders
12. Protection of Minority Investors' Rights
13. Independent Financial Advisor's Qualifications
14. Other Important Investor Notices

Major Risk Alerts

1. Risks related to the transaction
2. Approval risks
3. Risks of failing to meet performance commitments
4. Risks of high valuation rates for the target companies
5. Risks of goodwill impairment
6. Risks of acquisition integration
7. Risks of non-operating fund occupation by Guanglong Group
8. Risks of low shareholding ratio of the actual controller

Overview of the Transaction

1. Background and Purpose of the Transaction
2. Specific Plan of the Transaction

Summary of the Restructuring Plan

The company plans to acquire 100% equity of Guanglong Group and Aojian Microelectronics through share issuance and cash payment, raising up to 35 million yuan from specific investors. The total transaction price is 80.8 million yuan. Guanglong Integrated Technology Co., Ltd. focuses on the R&D, production, and sales of optical switches and related modules, while Shanghai Aojian Microelectronics specializes in the R&D and design of analog chips. The transaction is expected to enhance the company's operational capabilities and financial performance.

Financial Tables