Guangku Technology responde à carta de consulta de revisão: explicação detalhada das questões centrais, como receitas do ativo objeto e custos e despesas

Beijing Dehao International Accounting Firm recently issued a special verification opinion on the review inquiry letter regarding the application by Zhuhai Guangku Technology Co., Ltd. for issuing shares, convertible bonds, cash payments, and raising supporting funds. The opinion provides detailed responses to core issues such as asset income, costs and expenses, financial condition, related-party transactions, and goodwill.

The verification opinion shows that the target asset’s revenue during the reporting periods was 151,168,000 yuan, 508,564,500 yuan, and 320,835,800 yuan, respectively, showing rapid growth. Among them, sales to the top five customers accounted for 93.77%, 96.97%, and 98.56%, respectively, indicating high customer concentration, with the largest customer’s sales exceeding 80% for three consecutive years.

Regarding customer concentration, the verification opinion states that this situation is related to the high industry concentration of optical modules. The main customers of the target company are leading global optical module enterprises. In the 2024 global optical module market share ranking, Customer A holds 20%, ranking first, with a 37% share in the 800G optical module market. The target company has a long-standing cooperation history with major customers; cooperation with Customer A began in 2012, and cooperation with Customers B and C has lasted over 8 years, forming stable strategic partnerships.

During the reporting period, the sales amounts and proportions to major customers were as follows:

The inquiry response indicates that the company’s revenue growth is mainly driven by the explosive demand for high-speed optical modules due to AI data center construction. The global optical module market size grew from USD 10.453 billion in 2020 to USD 16.343 billion in 2024, and is expected to exceed USD 43.2 billion by 2030, with a compound annual growth rate of 17.59%. The company’s products are mainly used in the 400G and above high-speed optical module sector, which is the core driver of customer revenue growth.

In terms of costs and expenses, the main business cost of the target company comprises approximately 48% raw materials and about 37% labor costs. In 2024, the main business costs increased by 167.32% compared to 2023, mainly due to a significant increase in sales volume. During the reporting period, the company’s management expense ratio, sales expense ratio, and R&D expense ratio were 3.25%, 0.55%, and 3.71%, respectively, lower than the industry average, mainly because of high customer concentration, simple management structure, and rapid growth phase.

Financial data shows that as of the end of June 2025, the target company’s accounts receivable book value was 205,995,200 yuan, accounting for 35.74% of total assets, with overdue receivables accounting for 0.38%, indicating good collection conditions. The provision for bad debts on accounts receivable is consistent with industry peers, with a 5% provision for receivables within 1 year, 20% for 1-2 years, 50% for 2-3 years, and 100% for over 3 years.

Regarding related-party transactions, the target company purchased from the top supplier Fuku Xima amounts of 10,780,600 yuan, 41,501,200 yuan, and 20,835,000 yuan, mainly raw materials such as MT connectors and MPO pins. The verification opinion considers that the pricing of related-party transactions is fair and does not differ significantly from third-party market prices, having little impact on the target company’s performance.

After this transaction, the listed company’s goodwill will reach 1.594 billion yuan, accounting for 30.15% of total assets and 50.16% of net assets. The company has indicated that if goodwill impairment occurs, it could significantly impact net profit, net assets, and total assets. Assuming a 20% impairment of goodwill, the net profit for 2024 would decrease by 183.04 million yuan.

The intermediary agency’s verification believes that the target company’s revenue growth is sustainable, the high customer concentration aligns with industry characteristics, cost and expense levels are reasonable, related-party transaction pricing is fair, and the risk of goodwill impairment has been fully disclosed.

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