SG MICRO (03661.HK): Subscribes RMB 200mn Fund Stake in Nanjing Yuanfeng Panmao with Own Funds

NewTimeSpace News: On 23 October 2026, SG Micro Corp (the "Company") published an overseas regulatory announcement pursuant to Rule 13.10B of the Listing Rules, setting out the announcement published on Cninfo regarding the Company's participation in the subscription of fund interests, for reference only.

The announcement disclosed that, to promote the Company's long-term development, fully leverage the capabilities and resource advantages of professional investment institutions, further broaden its industry coverage and enhance its overall competitiveness, and on the premise of not affecting its daily operations and development and of effectively controlling investment risks, the Company, as a limited partner, has used its own funds of RMB 200 million to subscribe for interests in the Nanjing Yuanfeng Panmao Equity Investment Fund Partnership (Limited Partnership). The subscription does not require submission to the Company's board or shareholders' meeting for consideration, does not constitute a connected transaction and does not constitute a major asset restructuring under the Administrative Measures for Major Asset Restructurings of Listed Companies.

The Company stated that the fund's total subscribed capital is expected to be not less than RMB 2 billion, with the general partner entitled to decide at its discretion to increase or decrease the target total subscribed capital, ultimately subject to the actual amount raised; the general partner and executive partner is Nanjing Yuanfeng Ruizhuo Enterprise Management Partnership (Limited Partnership), and the manager is Beijing Panmao Investment Management Co., Ltd. (registered with the Asset Management Association of China as a private equity and venture capital fund manager under registration number P1067897). The Company has no veto right over the partnership's proposed investment targets and the partnership will not be consolidated into the Company's scope of consolidation; as at the date of the announcement, the fund remains in its fundraising period, has not completed the raising of all interests, and the other partners have not been fully determined.

The Company stated that the partnership focuses on core industries including artificial intelligence, aerospace, high-end equipment, frontier technology, innovative drugs and consumer services, and invests through equity, convertible bonds, bridge investments and other means permitted by laws and regulations, including growth investments, pre-IPO investments and buyout investments; the term runs from the first closing date to the eighth anniversary after the final closing date, with the general partner entitled to extend by one year at its discretion and further extensions subject to the consent of the advisory committee; investment decisions are made by an investment committee on a one-vote-per-member basis requiring the approval of two-thirds or more of its members; during the investment period, the management fee and executive partner remuneration together equal 2% of the limited partner's subscribed capital, and from the end of the investment period until expiry of the term, 2% of the balance of the cost of investments not yet exited. The Company said its liability is limited to its subscribed capital of RMB 200 million, that the investment is a moderate venture investment made while ensuring the normal operation of its principal business, and that it will help the Company draw on the counterparty's professional investment experience, expand investment channels and improve capital efficiency and returns, without affecting its cash flow or normal business operations and without a material impact on its current financial position or operating results.