Hesai-W (02525.HK): Revises Annual Cap with Sharpa to RMB300 Million; Power Module Profit Margin Raised to 70%-80%

NewTimeSpace News: Hesai Group (HKEX: 2525/NASDAQ: HSAI) announced that on 31 July 2026 (after trading hours), the company entered into a revised product sales framework agreement with Sharpa to amend the existing annual cap under the original product sales framework agreement dated 25 March 2026.

According to the announcement, under the original agreement, Hesai supplied lidar products and power modules to Sharpa, along with manufacturing and support services for integrating power modules into Sharpa's dexterous hands and other embodied intelligence products. Due to the growing sales volume and scale of these products and services, the board anticipated that transactions would exceed the existing annual cap.

Key terms of the revised agreement include: supply of lidar products and power modules, plus related manufacturing and support services, from 31 July 2026 to 31 December 2026. Pricing for lidar products remains unchanged, referencing at least three recent executed orders or invoices for identical products supplied to independent third parties at prevailing market prices. For power modules, where customization is high and comparable market products are limited, the agreed cost-plus profit margin has been raised from approximately 40%-50% to approximately 70%-80%. The profit margin for manufacturing and support services has similarly been raised from approximately 35%-45% to approximately 70%-80%. These adjustments are based on: (i) increased R&D contribution and value-added content—proprietary self-developed components now constitute a greater proportion of products integrated into Sharpa's embodied intelligence products, with Q2 2026 R&D expenses for power modules increasing by approximately 29.9% quarter-on-quarter; (ii) updated transfer pricing benchmarks—an updated transfer pricing analysis by an independent Big Four accounting firm indicates that the three-year weighted average cost-plus profit margin quartile range for comparable companies for 2023-2025 is approximately 49%-83%, with a median of approximately 72.99%; and (iii) alignment with downstream value creation—Sharpa's product commercialization has demonstrated better-than-expected commercial performance.

The announcement disclosed that actual transaction amounts from 25 March 2026 to 30 June 2026 were approximately RMB 42 million. The existing annual cap of RMB 100 million has been revised to RMB 300 million, comprising: lidar products RMB 75.0 million (previously RMB 2.0 million); power modules RMB 221.0 million (previously RMB 18.0 million); manufacturing and support services RMB 53.0 million (previously RMB 5.0 million); and a buffer of RMB 24.0 million for demand fluctuations, product mix, and delivery schedule adjustments.

As one or more applicable percentage ratios calculated with reference to the revised annual cap exceed 5%, the transaction and revised annual cap are subject to reporting, annual review, announcement, and independent shareholder approval requirements under Chapter 14A of the Listing Rules. An independent board committee comprising independent non-executive directors Ms. Zhang Yi, Mr. Ren Jia, and Dr. Wang Hui has been formed, and an independent financial adviser has been appointed. An extraordinary general meeting will be convened, with a circular expected to be despatched to shareholders on or before 31 July 2026. The co-founders, who have a material interest in the transaction, have abstained from voting on the relevant board resolution.

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