The prospectus and plan document (revised version) show that Nationstar Optoelectronics plans to raise a total of no more than 970.1239 million yuan, focusing on core areas such as ultra-high-definition display, intelligent sensing, and vehicle-mounted devices, while supplementing liquidity to optimize the financial structure. This issuance has been approved by the company's board of directors and shareholders and approved by relevant state-owned assets supervision and management entities. It is subject to review by the Shenzhen Stock Exchange and registration by the China Securities Regulatory Commission before implementation.
The issuance plan is clear: the controlling shareholder takes the lead in subscribing and the lock-up period is set differently
This issuance plan shows that the issuance targets include no more than 35 qualified specific targets including the company's controlling shareholder Foshan Electrical and Lighting Co., Ltd. (hereinafter referred to as "Foshan Lighting"), covering securities investment fund management companies, securities companies, insuranceInstitutional investorsand other types of qualified entities. Among them, Foshan Lighting plans to subscribe for RMB 116 million in cash. It will not participate in market bidding but accept the bidding results. If the inquiry does not produce an issuance price, it will continue to subscribe at the lowest issuance price, which fully demonstrates the controlling shareholder's confidence in the company's development.
In terms of issuance pricing, the base price of this issuance is 80% of the average trading price of the company's A shares in the 20 trading days before the pricing base date. If ex-rights and ex-dividend events such as dividends and bonus shares occur during the period, the issuance price will be adjusted accordingly. The final issuance price will be determined by the company's board of directors through consultation with the sponsor (lead underwriter) based on the subscription quotation after obtaining regulatory approval. The maximum number of issuances is 185,543,150 shares, which shall not exceed 30% of the total share capital before issuance. If the total share capital changes, it will be adjusted accordingly.
As for the lock-up period arrangement, the shares subscribed by Foshan Lighting cannot be transferred within 18 months from the date of completion of the issuance, and the shares subscribed by other specific objects have a lock-up period of 6 months. During the lock-in period, shares derived from bonus shares, conversion of capital reserve funds to share capital, etc. must also comply with corresponding lock-in requirements. After the completion of this issuance, Foshan Lighting's direct and indirect shareholding ratio will still not exceed 30%, and the tender offer obligation will not be triggered. The company's controlling shareholders and actual controllers will still be Foshan Lighting and Guangdong Guangsheng Holding Group Co., Ltd., and the control rights will remain stable.
The investment project focuses on the main business: six major directions to build a "three-legged" business structure
After deducting the issuance expenses, all the funds raised from this round will be invested in six major projects, closely surrounding the company's "high-definition display, intelligent sensing, display control module" Layout of the three core business sectors:
1. Ultra-high-definition display Mini/Micro LED and display module product production and construction project
This project is implemented by the wholly-owned subsidiary Nationstar Electronics. The construction location is Geely Industrial Park, Nanzhuang Town, Chancheng District, Foshan City (land use rights have been obtained), with a total investment of 373.0921 million yuan, and it is planned to use raised funds 36,1.8921 million yuan. The core construction content includes renovating the production workshop, adding Mini/Micro LED, TOP LED and display module production lines, introducing automated die-bonding machines, intelligent production management systems and other equipment, building an "automated + intelligent" production line, improving production efficiency and product yield, and supporting personnel recruitment and training to ensure the rapid release of production capacity.
Technically, the company is one of the first domestic companies to mass-produce small-pitch LED packaging. As of the end of 2024, it has a total of 842 authorized patents, has realized the layout of the entire Mini LED industry chain, and launched MIP Display devices and other cutting-edge products; at the market level, the global LED display scale is expected to exceed 10 billion US dollars in 2025, and the penetration rate of Mini/Micro LED is rapidly increasing. Sales in mainland China are expected to reach 2.17 billion yuan in 2025. The project has an after-tax internal rate of return of 13.56%, a static investment recovery period of 7.94 years, 50% of the production capacity will be released in T+2, full production will be achieved in T+4, and the annual gross profit margin will be reached. 20.46%. At present, the project has obtained registration (code: 2504-440604-07-02-135135) and environmental impact assessment approval (Fochan Environmental Assessment [2025] No. 23).
2. Photoelectric sensing and intelligent health device industrialization construction project
The project is implemented by Nationstar Optoelectronics Headquarters and is located at No. 18 Huabao South Road, Chancheng District, Foshan City (land use rights have been obtained), with total investment 190.1137 million yuan, all raised funds were used. The focus of construction is to add new optocoupler devices (adapted to fast charging of mobile phones and smart phones).Energy meters) and wearable LED (for smart watch health monitoring) production lines, introduce high-precision testing equipment and automated packaging equipment, while optimizing the anti-interference properties of optocouplers and wearable LED miniaturization processes to improve product performance stability.
In terms of technical reserves, the company has achieved mass production of optocouplers, VCSEL emitters and other products, and its independently developed Micro LED full-color display can be adapted to smart wear; on the market demand side, China's optoelectronic component output will reach 1.84797 billion units in 2024 (+28.5% year-on-year), and the global optocoupler market It is expected to reach 26.62 billion yuan in 2030, and there is broad room for domestic substitution. The project has an after-tax internal rate of return of 12.50%, a static investment payback period of 8.39 years, releases 20% of production capacity in T+1, reaches full production in T+4, and reaches annual gross profit margin of 14.30%. The project has been registered (code: 2504-440604-07-02-499947), and the environmental impact assessment has been included in the Fochan Environmental Approval [2025] No. 24.
3. Smart home display and Mini backlight module construction project
This project is implemented by Nationstar Optoelectronics Headquarters. The construction location is No. 18 Huabao South Road, Chancheng District, Foshan City. The total investment is 118.1862 million yuan, and the raised funds are fully invested. The core construction content is to add production lines for Mini backlight modules (multi-partition, ultra-wide angle) and thin and light display modules (adapted to mobile power supplies and sweeping robots), introduce high-precision laminating equipment and backlight optical inspection equipment, and develop customized backlight solutions for smart home appliance central control screens and vehicle-mounted central control screens to strengthen the supply chain with downstream manufacturers.cooperate.
In terms of technology, the company’s Mini backlight product engineeringThe technology is mature and the yield rate is at the forefront of the industry; on the market side, China's smart home appliance market will be 756 billion yuan in 2024 and is expected to increase to 793.8 billion yuan in 2025. The penetration rate of Mini LED backlight in the consumer electronics field continues to increase. The project has an after-tax internal rate of return of 13.30%, a static investment payback period of 8.07 years, 30% of production capacity will be released in T+2, full production will be achieved in T+4, and the annual gross profit margin will be 15.98%. The project has been registered (code: 2504-440604-07-02-129028), and the environmental impact assessment has been included in the Fochan Environmental Approval [2025] No. 24.
IV. Intelligent vehicle-mounted devices and application construction projects
The project is implemented by Nationstar Optoelectronics Headquarters and is located at No. 18 Huabao South Road, Chancheng District, Foshan City, with a total investment of 5,353.28 Ten thousand yuan will be used in full. The construction focus is to add vehicle lighting devices (headlights, taillights), vehicle display devices (central control screen backlight), and ambient lighting production lines, purchase vehicle-level high and low temperature cycle testing equipment, and cooperate with car companies to develop intelligent headlights and vehicle-mounted interactive display modules to meet the intelligent needs of new energy vehicles.
Technically, the company has mastered the car-grade LED packaging process, and its products comply with the IATF16949 system. The vehicle-mounted interactive module has entered the supply chain of new car companies; at the market level, the intelligence of new energy vehicles has driven the demand for vehicle-mounted LEDs, and smart headlights have become the focus of differentiated competition among car companies. The project’s after-tax internal rate of return 17.67% (the highest among the five major projects), the static investment payback period is 7.55 years (the shortest), 20% of production capacity will be released in T+2 years, and full production will be achieved in T+4 years.The annual gross profit margin reaches 18.67%. The project has been registered (code: 2504-440604-07-02-513450), and the environmental impact assessment has been included in the Fochan Environmental Approval [2025] No. 24.
This project is implemented by Nationstar Optoelectronics. The construction locations are the company headquarters and Geely Industrial Park (both have obtained land use rights). The total investment is 157.5991 million yuan, and it is planned to use raised funds of 146.3991 million yuan (deducting 11.2 million yuan of financial investment). The core construction content includes the establishment of Mini/Micro LED displays, vehicle-mounted LED applications, and new optoelectronics laboratories in zoning, equipped with optical testing and Micro LED mass transfer test equipment, and carries out research and development on 9 major topics around "high-efficiency full-spectrum LEDs" and "vehicle-mounted high-reliability LEDs". At the same time, it will introduce high-end R&D talents and deepen industry-university-research cooperation.
In terms of technical support, the company has 14 R&D platforms at or above the provincial level, with an R&D investment of 190.8516 million yuan in 2024 (accounting for 5.50% of revenue), and a total of more than 30 national-level projects have been implemented; at the policy level, multiple national documents encourage Mini/Micro LED technology research and development to provide a good environment for the project. The project does not directly generate economic benefits, but will strengthen technical reserves and provide support for other investment projects. Construction cycle 24 Months later, it has obtained registration (code: 2505-440604-04-05-648385) and environmental impact assessment registration (recording number: 202544060400000097).p>
6. Supplementary working capital:
It is planned to use the raised funds of 100 million yuan to meet daily needsmeet regular working capital needs, alleviate cash flow pressure, optimize financial structure, and enhance risk resistance.
Financial data shows that during the reporting period, the company’s operating income and net profit attributable to the parent company showed a periodic decline. From 2022 to 2024, the company's operating income was 3,579,885,700 yuan, 3,541,637,200 yuan, and 3,472,860,300 yuan respectively, and the net profits attributable to shareholders of the parent company were 121,339,800 yuan, 85,635,300 yuan, and 51,530,100 yuan respectively; 1-9 2025 In March, operating income further dropped to 2,499.7653 million yuan, a year-on-year decrease of 7.01%, and net profit attributable to the parent company was 31.1178 million yuan, a year-on-year decrease of 53.35%.
The decline in performance is mainly due to some LEDs However, the company still has significant competitive advantages in the industry due to factors such as declining market demand for packaging products, intensified competition, fluctuations in gross profit margins, and increased period expenses: as of the end of 2024, it has applied for 1,207 patents and has 842 authorized patents. In 2024, it invested 190.8516 million yuan in R&D, accounting for 5.50% of operating income; it has 14 national and local joint engineering laboratories. A research and development platform at or above the provincial level, its products are widely used in high-end scenarios such as the Beijing Winter Olympics and the G20 Summit, and it maintains stable cooperation with leading companies such as Unilumin Technology and Hikvision.
At the industry level, with the maturity of new display technologies such as Mini/Micro LED, the increase in the penetration rate of new energy vehicles and the expansion of the smart home appliance market, the LED industry has gradually stabilized and rebounded. It is expected that the overall market size of China's LED industry will reach 718.5 billion in 2025Yuan, the LED packaging market size will increase to 90 billion Yuan, providing broad space for the company's investment project capacity digestion.
Risk reminder: Multiple challenges require special attention
The company also reminds a number of investment risks: first, the risk of performance decline. If the industry environment deteriorates or competition intensifies, it may lead to continued fluctuations in performance; second, the risk of production capacity digestion. After the implementation of the investment project, production capacity will increase. If the market growth rate is less than expected or the development is not effective, it will affect the expected returns; third, the investment project There is a risk that the project efficiency is not as good as expected. Project construction and production capacity release require a certain period of time, which may be affected by multiple factors such as policies and market demand. The fourth is the risk of raw material price fluctuations. Price changes in core raw materials such as chips and precious metals may affect operating performance. In addition, there are risks such as R&D failure, dilution of current returns, and issuance failure.
The company stated that after the completion of this issuance, it will enhance sustainable profitability, strive to reduce the impact of immediate return dilution, and create long-term value for shareholders through measures such as strengthening the management of raised funds, accelerating project construction, expanding customer resources, and improving corporate governance. In the future, it will focus on the vision of "focusing on value creation and creating a world-class innovation leader in the LED industry" to build a "three-legged" structure with three core business segments that support each other to promote high-quality development.
ANNA