Analysis of Guosheng Shian Technology's Heterojunction Photovoltaic Cell Acquisition Case

According to public information, Guosheng Shian Technology Co., Ltd. (stock code: 603778) issued an announcement on November 26, 2025, regarding the acquisition of 100% equity of Tongling Fuyue Technology Co., Ltd., with a transaction amount of 240.6 million yuan [1]. Due to the large transaction amount and cross-industry merger and acquisition, the Shanghai Stock Exchange immediately issued an inquiry letter to the company, requiring it to explain relevant matters [2].

Tongling Fuyue Technology Co., Ltd.
240.6 million yuan (cash acquisition)
To achieve an integrated layout of “photovoltaic + energy storage + battery structural components”
Guosheng Technology currently engages in the R&D, production, and sales of large-size high-efficiency heterojunction photovoltaic cells, as well as photovoltaic power plant EPC business

The Shanghai Stock Exchange focuses on the rationality of the pricing of 100% equity of Fuyue Technology. The inquiry letter requires the company to explain:

• Adequacy of Pricing Basis
  : Whether the acquisition price of 240.6 million yuan has gone through an independent asset evaluation process and whether the evaluation method is reasonable
• Rationality of Premium
  : If there is a premium over the book value, the specific reasons and rationality need to be explained
• Performance Commitment and Compensation
  : Whether the counterparty provides performance commitments, and if not, the reason needs to be explained

The inquiry letter pays special attention to the company’s capital status:

• Cash Payment Pressure
  : The cash acquisition of 240.6 million yuan will have a significant impact on the company’s cash flow
• Sufficiency of Own Funds
  : Need to explain the source of funds, whether raised funds will be used, or external financing is needed
• Impact on Daily Operations
  : Whether large cash outflows will affect the company’s normal production and operation activities

The Shanghai Stock Exchange requires the company to disclose the detailed financial status of Fuyue Technology:

• Historical Financial Data
  : Including key indicators such as operating income, net profit, and asset-liability ratio for the past one to two years
• Core Assets and Liabilities
  : Composition and quality of the target company’s main assets
• Contingent Liability Risk
  : Whether there are undisclosed guarantees, lawsuits, or other potential liabilities

The inquiry letter focuses on post-acquisition integration issues:

• Business Synergy
  : Synergy between Fuyue Technology’s business and Guosheng Technology’s existing business
• Stability of Management Team
  : Whether the target company’s core management team and technical personnel will continue to stay
• Corporate Culture Integration
  : Management and cultural integration challenges that may be faced in cross-industry mergers and acquisitions

Considering the cyclical characteristics of the photovoltaic industry:

• Impact of Industry Prosperity
  : The current photovoltaic industry is facing pressure from overcapacity and price declines
• Bet Agreement Risk
  : If the target company’s performance fails to meet standards due to industry cycle impacts, it will have a negative impact on the company’s performance
• Capacity Absorption Issue
  : Whether the newly added capacity after acquisition can be effectively utilized

1. Uncertainty of Cross-industry Mergers and Acquisitions
   : There is a business span from photovoltaic EPC business to energy storage field
2. High Premium Acquisition Risk
   : If the valuation is too high, it may form goodwill impairment risk
3. Cash Flow Pressure
   : Large cash outflows may affect the company’s financial flexibility
4. Integration Effect to Be Verified
   : There is uncertainty whether the target company can be smoothly integrated and generate expected benefits

[1] Sohu Finance - “240 Million Yuan! HJT Listed Enterprise Plans to Acquire 100% Equity of Lithium Battery Company” (https://m.sohu.com/a/958818448_146940)

[2] Time Weekly - “Heterojunction HJT Has Become a Niche Route, Can ‘Liansheng Technology’ Which Gambled Cross-industry Survive Until the Turnaround Day?” (https://time-weekly.com/wap-article/324681)

[3] Securities Times Network - Acquisition Announcement of Guosheng Shian Technology Co., Ltd. (https://stcn-main.oss-cn-shenzhen.aliyuncs.com/upload/wechat/20251125/)

[4] Phoenix Finance - Corporate Announcement of Guosheng Shian Technology Co., Ltd. (https://inews.gtimg.com/om_bt/)

: The above analysis is based on public information. Investors should pay close attention to the company’s subsequent announcements and regulatory inquiry letter responses, and make investment decisions carefully.