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].

Group 1 - The company is planning a major asset restructuring involving the acquisition of control over Shenzhen Lingming Photon Technology Co., Ltd. through various methods including issuing ordinary shares and convertible bonds, as well as cash payments [2][4] - The transaction is expected to constitute a significant asset restructuring as defined by the relevant regulations, and it is anticipated to involve related party transactions without changing the company's control [2][4] - The company's stock will be suspended from trading starting February 4, 2026, for a period not exceeding five trading days to ensure fair information disclosure and protect investor interests [2][3] Group 2 - The company has signed a preliminary investment intention agreement with major counterparties including Lingming Technology (Zhuhai) Partnership and Zang Kai, although the final transaction counterparties have not yet been determined [4][7] - The specific transaction methods, including share issuance and fundraising details, will be disclosed in future announcements as the negotiations progress [5][7] - The company will fulfill its information disclosure obligations in accordance with relevant regulations during the suspension period and will announce the resumption of trading once the matters are finalized [3][6]

Group 1 - Zhiyang Innovation (688191) announced plans to acquire control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, while also raising supporting funds [2] - The transaction is expected to constitute a major asset restructuring as defined by the regulations and is anticipated to involve related party transactions, but will not result in a change of control for the company [2] - The company is currently in the planning stage of the transaction and has engaged in preliminary discussions with key parties, including signing a letter of intent with Lingming Technology [2] Group 2 - Zhiyang Innovation focuses on digital and intelligent transformation in various industries, providing AI solutions through a comprehensive product system that includes algorithms, software, and hardware [3] - Lingming Photon is recognized for its development of high-performance single-photon detection chips, which are essential for 3D perception in modern electronic devices, and has received significant investment for technology upgrades and production capacity enhancement [4] - The company is involved in ongoing litigation with Suteng Company regarding intellectual property rights, which is viewed as a significant case in the laser radar chip sector [5][6]

Group 1 - The core point of the article is that Zhiyang Innovation (688191.SH) is planning to acquire control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, which is expected to constitute a significant asset restructuring and related party transaction [1][4] - Zhiyang Innovation will suspend trading starting February 4, with the suspension expected to last no more than five trading days [1] - As of the close on February 3, Zhiyang Innovation's stock price was 38.41 yuan per share, reflecting a 2.13% increase, with a total market capitalization of 8.898 billion yuan [1] Group 2 - Lingming Photon, established in May 2018, specializes in high-quality dToF (direct time-of-flight) sensing chips and system solutions, with applications in automotive lidar, smart cockpit sensing systems, smartphones, XR headsets, and various robotic 3D sensor terminals [4] - Zhiyang Innovation is engaged in artificial intelligence, providing AI solutions across industries such as electricity, water conservancy, rail transportation, and new energy, aiming for commercial implementation of AI [4] - The company has expressed intentions to deepen existing industry applications while actively exploring new sectors to assist clients in digital and intelligent transformation [4]

Core Viewpoint - Zhiyang Innovation (688191) is planning to acquire control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, while also raising supporting funds. This transaction is expected to constitute a major asset restructuring and related party transaction, but will not change the company's control [1]. Group 1: Company Overview - Zhiyang Innovation focuses on digital and intelligent transformation in various industries, specializing in AI algorithms, big data analysis, IoT technology, digital twin technology, and embodied intelligence [2]. - Lingming Photon, the target company, is known for its high-performance single-photon detector chips, which are essential for 3D perception in modern electronic devices, and has received significant investment for technology upgrades and production capacity enhancement [3]. Group 2: Legal Matters - Lingming Photon is currently involved in a lawsuit with Suoteng Company regarding intellectual property rights, which is considered a significant case in the laser radar chip sector. Lingming Photon has filed multiple lawsuits against Suoteng for infringement of trade secrets and patents [4]. Group 3: Transaction Details - The acquisition of Lingming Photon is still in the planning stage, with initial communications and a letter of intent signed with key parties involved in the transaction [1]. - Zhiyang Innovation's stock will be suspended from trading starting February 4, 2026, for a period not exceeding five trading days to ensure fair information disclosure and protect investor interests [1].

Group 1 - The core point of the article is that Zhiyang Innovation (688191.SH) is planning to acquire control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, which is expected to constitute a major asset restructuring and related party transaction [1] - The stock of Zhiyang Innovation will be suspended from trading starting February 4, 2026, for a period not exceeding five trading days [1] - Lingming Photon, founded in May 2018, specializes in single-photon avalanche diodes (SPAD), which are essential components for 3D perception in modern electronic devices, applicable in automotive, smartphones, robotics, automation, human-computer interaction, and smart home sectors [1] Group 2 - In September of the previous year, Lingming Photon announced the completion of its C3 round of financing, securing nearly 100 million yuan from a state-owned platform in Zhejiang Province [1] - Lingming Photon reported a "explosive" growth in business, with its automotive laser radar receiver chip shipments leading the market, and significant commercial breakthroughs in array solutions for consumer-grade robots [1] - Zhiyang Innovation's main business focuses on providing AI solutions for industries such as electricity, water conservancy, rail transportation, and new energy [2] - For the first three quarters of 2025, Zhiyang Innovation achieved an operating income of 753 million yuan, a year-on-year increase of 11.38%, and a net profit attributable to shareholders of 45.94 million yuan, up 24.97% year-on-year [2]

Core Viewpoint - Zhiyang Innovation (688191.SH) is planning to acquire control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, which is expected to constitute a significant asset restructuring and related party transaction [1][4]. Group 1: Company Overview - Zhiyang Innovation announced a stock suspension starting February 4, with an expected duration of no more than five trading days [1]. - As of February 3, Zhiyang Innovation's stock price was 38.41 yuan per share, reflecting a 2.13% increase, with a total market capitalization of 8.898 billion yuan [1]. Group 2: Lingming Photon Technology - Lingming Photon, established in May 2018, specializes in high-quality dToF (direct time-of-flight) sensing chips and system solutions, with applications in automotive LiDAR, smart cockpit sensing systems, smartphones, XR headsets, and various robotic 3D sensor terminals [4]. - The company is positioned in a growing market, providing advanced technology solutions that align with Zhiyang Innovation's focus on artificial intelligence [4]. Group 3: Strategic Alignment - Zhiyang Innovation is engaged in artificial intelligence, offering solutions across sectors such as electricity, water conservancy, rail transportation, and new energy, aiming for digital and intelligent transformation for its clients [4]. - The company has expressed intentions to deepen existing industry applications while actively seeking new sectors for expansion, indicating a strategic focus on external growth and industry integration [4].

Mergers and Acquisitions - Suochen Technology's wholly-owned subsidiary plans to acquire 48% equity of its controlling subsidiary for 86.4 million yuan, resulting in 100% ownership of the subsidiary after the transaction [1] - Zhiyang Innovation is planning to acquire control of Lingming Photon Technology through issuing ordinary shares, convertible bonds, and cash payments, which is expected to constitute a major asset restructuring and related party transaction [2] - Kailong High-Tech intends to purchase 70% equity of Shenzhen Jinwangda Electromechanical Co., Ltd. through issuing shares and cash payments, while also planning to raise matching funds not exceeding 100% of the transaction price [3] Performance Disclosure - Yabo Xuan reported a net profit of 64.75 million yuan for 2025, representing a year-on-year increase of 34.16%, with total revenue of 598 million yuan, up 58.73% year-on-year [4] - Zhongyuan Media announced a net profit of 1.349 billion yuan for 2025, showing a year-on-year growth of 30.99%, despite a total revenue decline of 5.13% to 9.351 billion yuan [5] Shareholding Changes - Dahao Technology announced that four shareholders plan to reduce their holdings by up to 1% each, totaling a maximum of 11.1665 million shares [6] - Changchun Yidong disclosed that FAW Equity Company intends to reduce its holdings by up to 3%, equating to a maximum of 424,550 shares [7] - Jiangyan Group's shareholder plans to reduce its holdings by up to 3%, amounting to a maximum of 1.92833 million shares [8] - Shangluo Electronics' controlling shareholder intends to reduce its holdings by up to 3%, which is approximately 2.05015 million shares [9]

Core Viewpoint - Zhiyang Innovation is planning a significant asset restructuring by acquiring control of Shenzhen Lingming Photon Technology Co., Ltd. through stock issuance, convertible bonds, and cash payments, which is expected to constitute a major asset restructuring and related party transaction [1][9]. Group 1: Company Announcement - On February 3, Zhiyang Innovation announced the plan and will suspend trading from February 4 for up to five trading days [1][9]. - As of February 3, the stock price of Zhiyang Innovation was 38.41 CNY per share, with a market capitalization of 8.898 billion CNY, reflecting a 2.13% increase [1][9]. Group 2: Transaction Details - The company has signed a "Share Investment Intent Agreement" with major counterparties including Lingming Technology (Zhuhai) Partnership and Zang Kai [2][11]. - The specific transaction methods, pricing, and arrangements are still under negotiation among the parties involved [5][14]. Group 3: Lingming Photon Technology - Lingming Photon, established in May 2018, specializes in high-quality dToF (direct time-of-flight) sensing chips and system solutions, with applications in automotive lidar, smart cockpit systems, smartphones, XR headsets, and various robots [6][15]. - The company recently received AEC-Q100 automotive electronic reliability certification for its HAWK series SPAD (Single Photon Avalanche Diode) array chip, indicating its capability in automotive-grade products [7][15]. Group 4: Financial Performance - For the first three quarters of 2025, Zhiyang Innovation reported revenue of 753 million CNY, an increase of 11.38% year-on-year, and a net profit attributable to shareholders of 45.943 million CNY, up 24.97% year-on-year [8][15].

鉴于本次交易相关事项尚处于筹划阶段，存在不确定性，为保证公平信息披露、维护投资者利益，避免 对公司股价造成重大影响，根据上海证券交易所的相关规定，经公司申请，公司股票(证券简称：智洋 创新，证券代码：688191)自2026年2月4日(星期三)开市起开始停牌，预计停牌时间不超过5个交易日。 中国经济网北京2月3日讯智洋创新(688191.SH)今日晚间发布关于筹划重大资产重组的停牌公告。公司 正在筹划以发行人民币普通股股票、定向发行可转换公司债券(如有)、支付现金(如有)等方式购买深圳 市灵明光子科技有限公司(以下简称"灵明光子"或"标的公司")控制权，同时拟募集配套资金(以下简 称"本次交易")。 股票停牌期间，公司将根据事项进展情况，严格按照《上市公司重大资产重组管理办法》《上市公司股 票停复牌规则》《上海证券交易所上市公司自律监管指引第6号——重大资产重组》有关规定和要求履 行信息披露义务。待上述事项确定后，公司将及时发布相关公告并申请公司股票复牌。 经初步测算，本次交易预计构成《上市公司重大资产重组管理办法》规定的重大资产重组，且预计构成 关联交易。本次交易不会导致公司控制权发生变更。此外，标的公司审 ...