Guanghetong plans to acquire a controlling stake in Hangsheng Electronics. Five months ago, its H-share offering raised 2.9 billion HKD, but the first day of trading experienced a break.

China Economic Net Beijing, March 25—Gowin Smart（300638.SZ）last night released an indicative announcement regarding the planning of a major asset restructuring. The company plans to purchase control rights of Shenzhen Hangsheng Electronic Co., Ltd. (hereinafter referred to as “Hangsheng Electronic,” the “target company”) by paying cash. The transaction price and the specific proportion of the equity acquisition are subject to further demonstration and negotiation. Upon completion of this transaction, Hangsheng Electronic will become a controlling subsidiary of the company.

According to preliminary estimates, this transaction is expected to constitute a major asset restructuring as stipulated in the “Measures for the Administration of Major Asset Restructurings of Listed Companies” and a major transaction under Chapter 14 of the “Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.” This transaction will be conducted by paying cash, does not involve the company issuing shares, does not constitute a related-party transaction, and will not lead to any change in the controlling interest of the listed company.

This transaction is still in the planning stage. The transaction parties have not yet signed any relevant agreements. The specific transaction方案 still needs to be further demonstrated and negotiated, and it is also necessary to complete the required necessary internal and external decision-making and approval procedures for the company, the target company, and the transaction counterparty.

Gowin Smart stated that the target company’s principal business is the R&D design, production, and sales of automotive electronics products. The listed company has been deeply involved in in-vehicle wireless communication module businesses for many years. By integrating downstream enterprises, the listed company has achieved a transformation from an in-vehicle communication module supplier to a provider of end-to-end automotive electronics solutions. After this transaction is completed, Hangsheng Electronic will become a controlling subsidiary of the company. The listed company and the target company will achieve in-depth integration and synergy. The listed company’s business scale will be improved, and it will effectively enhance the listed company’s ongoing operating capability and sustainable development capability, which is in line with the interests of the listed company and all shareholders.

Gowin Smart was listed on the Shenzhen Stock Exchange on April 13, 2017. It publicly issued 20M new shares at an issue price of RMB 10.45 per share. The total amount of funds raised was RMB 20M, and the net amount of funds raised was RMB 209M.

The underwriting sponsor for Gowin Smart’s listing is China’s Galaxy Securities Co., Ltd. The sponsor representatives are Xia Tao and Zhang Junjie. Total issuance expenses were RMB 28.4071 million, including underwriting and sponsorship fees of RMB 20.0000 million.

In 2019, the company issued shares to specific investors through a non-public offering. Approved by the China Securities Regulatory Commission per document Zheng Jian Xu Ke〔2019〕976, and with the approval of the Shenzhen Stock Exchange, the company issued 12,792,395 shares to specific investors through a non-public offering by its lead underwriter, Guangfa Securities Co., Ltd., at an issue price of RMB 54.72 per share. As of November 15, 2019, the company had raised a total of RMB 699.9999 million in funds (including RMB 180.59M of issuance expenses that were payable but not yet paid). After deducting issuance expenses of RMB 1.83M, the net amount of funds raised was RMB 693.9320 million. The above net amount of funds raised has been verified by the accounting firm CPA (special general partnership) Dahua Certified Public Accountants (special general partnership) per the capital verification report “Yan Zi” (2019) No. 441ZC0202.

Gowin Smart’s A-share fund-raising totaled RMB 909 million (excluding supporting fund-raising for purchasing assets).

Gowin Smart was listed on the Hong Kong Stock Exchange on October 22, 2025. Gowin Smart’s final offer price was HK$21.50. The total proceeds were HK$6.07M. After deducting estimated listing expenses payable of HK$93.6 million calculated based on the final offer price, net proceeds were HK$2,810.6 million.

On the first day of listing, Gowin Smart’s Hong Kong shares closed at HK$18.98, down 11.72%, falling below the issue price; the lowest price during the trading session was HK$18.89.

According to the announcement of the final offer price and the allocation results, under the global offering, the number of H shares offered was 135,080,200 shares H (subject to whether the over-allotment option is exercised or not), the number of H shares in the Hong Kong offering was 13,508,200 shares H, and the number of H shares in the international offering was 121,572,000 shares H (subject to whether the over-allotment option is exercised or not).

Gowin Smart’s sole sponsor, sponsor and joint overall coordinator, joint global coordinator, joint bookrunner, and joint lead manager is CITIC Securities (Hong Kong) Limited; the overall coordinator, joint global coordinator, joint bookrunner, and joint lead manager are GuoZheng International Securities (Hong Kong) Co., Limited and CMB International Capital Limited; the joint bookrunner and joint lead manager are Agricultural Bank International Financing Co., Limited, Hua Sheng Securities (International) Co., Limited, and Futu Securities International (Hong Kong) Limited.

According to the announcement of the final offer price and the allocation results, the cornerstone investors of Gowin Smart include: Qingdao Gantong, Pacific Asset Management, China Taiping (Hong Kong), GF Fund Management, GF International, Ruihua Investment, Zhidu Investment, Zhang Xiaolei, Guotai Junan Securities Investment, and Junyi Hong Kong Fund.

(Responsible editor: Xu Zili)

海量资讯、精准解读，尽在新浪财经APP