Exhibit 99.1

Beijing Tongmei Xtal Technology Co., Ltd.

Prospectus

The shares sold in this Offering will be listed on the Sci-tech Innovation Board of the Shanghai Stock Exchange (the “STAR Market”). The market involves a high degree of investment risk. The companies listed on the STAR Market are generally characterized by huge investment in R&D, high operating risk, unstable performance and high risk of delisting, among others, so the investors face a high market risk. The investors shall fully understand the risk of investment in the STAR Market and the risk factors disclosed by us, before making an investment decision.

Beijing Tongmei Xtal Technology Co., Ltd.

No. 2, East 2^nd Street, Tongzhou Industrial Development Zone, Beijing

Prospectus

in respect of

Initial Public Offering and STAR Market Listing of Shares

(For filing purpose)

This Offering application is subject to the completion of the applicable procedures with the Shanghai Stock Exchange and the China Securities Regulatory Commission. This Prospectus does not have a legal effect for the offering of the shares contemplated hereby, and is for the purpose of pre-disclosure only. The investors shall make their investment decisions on the basis of the prospectus officially published.

Sponsor (Lead Underwriter)

(No. 689, Guangdong Road, Shanghai)


Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Statement of the Issuer

Any decision or comment made by the China Securities Regulatory Commission or the Shanghai Stock Exchange shall not constitute their guarantee for the truthfulness, accuracy and completeness of the registration documents and the information disclosed therein, or any substantial judgment or guarantee made by them regarding the profitability and investment value of the Issuer or the investors’ return on investment. Any representation to the contrary is a fraudulent misrepresentation.

According to the Securities Law, after the offering of the shares according to law, the Issuer shall be solely responsible for any changes in its business and earnings, and the investors shall judge the Issuer’s investment value and make investment decisions in their sole discretion, and solely assume the investment risks arising from any changes in the Issuer’s business and earnings or the fluctuations in the price of the shares.

The Issuer and its directors, supervisors and executives covenant that this Prospectus and other relevant information disclosures are free from any misrepresentation, misleading statement or material omission, and agree to assume joint and several liabilities for the truthfulness, accuracy and completeness of this Prospectus and other relevant information disclosures.

The controlling shareholder of the Issuer covenants that this Prospectus is free from any misrepresentation, misleading statement or material omission, and agree to assume joint and several liabilities for the truthfulness, accuracy and completeness of this Prospectus.

The principal, chief financial officer and financial director of the Issuer warrant that the financial and accounting information contained in this Prospectus is true and complete.

The Issuer and its directors, supervisors, executives and controlling shareholder, the Sponsor and the relevant underwriting securities companies undertake to indemnify the investors according to law for the losses incurred in the offering of and transactions in the securities issued by the Issuer due to any misrepresentation, misleading statement or material omission in this Prospectus and other relevant information disclosures of the Issuer.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Summary of this Offering

Type of shares offered	RMB-denominated ordinary shares (A-shares)
Number of shares offered	Up to 98,390,000 shares will be offered this time, representing at least 10.00% of the total share capital of the Company immediately after the completion of this Offering. No existing shareholder will publicly sell any share through this Offering.
Par value	RMB1.00
Offering price per share	RMB[ ]
Scheduled offering date	[ ]
Stock exchange and board	Sci-tech Innovation Board of the Shanghai Stock Exchange (the “STAR Market”)
Total share capital following this Offering	Up to 983,816,756 shares
Participation in the strategic allocation by the subsidiaries of the Sponsor	The Sponsor will arrange for some of its subsidiaries to participate in the strategic allocation relating to this Offering, subject to the relevant rules of the Exchange. The Sponsor and its subsidiaries will define the specific plan for participation in the strategic allocation relating to this Offering in accordance with the relevant requirements, and submit the related documents to the Exchange pursuant to the relevant provisions.
Sponsor (Lead Underwriter)	Haitong Securities Co., Ltd.
Date of Prospectus	[ ]

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Significant Matters

We hereby advise the investors to carefully read this Prospectus in its entirety and pay special attention to the significant matters set out below, before making an investment decision.

I.Our controlling shareholder, AXT, is a company listed on the NASDAQ

Our controlling shareholder, AXT, was listed on the NASDAQ in May 1998. AXT does not conduct any business other than research, development, production and sale of InP substrates, GaAs substrates, germanium substrates, PBN and other high-purity materials through Beijing Tongmei. Therefore, through this Offering, AXT will spin off its major assets and all businesses and list the same on the STAR Market.

According to the legal opinion in respect of AXT issued by the foreign attorney, this Offering application has been approved and authorized by the board of directors of AXT. This Offering by Beijing Tongmei has been disclosed by AXT in the relevant document submitted to the U.S. Securities and Exchange Commission (“SEC”), and does not require any applicable authorization, consent, approval or action of, notice to, or filing or completion of other procedures with, any government or regulatory authority of the State of Delaware having jurisdiction over AXT, the NASDAQ or the SEC.

II.We hereby advise the investors to pay special attention to the risk factors described below

(I)We and our controlling shareholder AXT are listed on the STAR Market and the NASDAQ respectively

After the completion of this Offering of A-shares, we and our controlling shareholder AXT will be listed on the STAR Market and the NASDAQ respectively, which means that we and AXT need to comply with the laws and rules and listing-related regulatory requirements of both U.S.A. and China, and disclose the information required to be publicly disclosed

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

according to law concurrently in U.S.A. and China.

Due to the differences between U.S.A. and China in the applicable laws, rules and regulatory philosophies, we and AXT are subject to different accounting standards and different regulatory requirements, including different requirements for certain accounting treatment and disclosure of financial information. In addition, due to the differences between U.S.A. and China in the requirements of securities regulatory authorities for information disclosure by the listed companies, language, culture and expression habits, composition and investment philosophies of investors, and actual situations of capital market, our stock price on the STAR Market may be different from the stock price of AXT on the NASDAQ. Such differences and the fluctuations in the stock price of AXT on the NASDA may affect our stock price on the STAR Market.

(II)Risks related to technological upgrading

In the development of semiconductor materials, along with the breakthrough in the technology of silicon-based materials, GaAs substrates might be replaced by SOI (silicon on insulator) wafers in RF devices and other fields of application. SOI wafers have certain performance advantages over silicon substrates. Though the RF devices produced using SOI wafers are inferior to the products using GaAs substrates in terms of power consumption, radiation and transmission speed, their cost is lower than that of GaAs substrates, so SOI wafers have replaced GaAs substrates in smart phones and other fields of application. If SOI wafers and other new-type substrate products become more cost effective and receive wide recognition on the market, or are used in more application scenarios, the scope of application of III-V compound semiconductor substrates will be reduced, which may have an adverse effect on our business and results of operation.

(III)Risks related to market competition

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

companies that have strong R&D capabilities, know-how, distribution channels and market reputations, and may develop more advanced technologies and launch more competitive products. In addition, such competitors own core technologies similar to the VGF technology owned by us.

Along with the continuous growth of the semiconductor terminal application market in the Chinese Mainland, the market of compound semiconductor materials develops rapidly, and a lot of new III-V compound semiconductor material projects have been built, which make us face competitions from both advanced international companies and new players in China, and may result in a decrease in our product prices. If we are unable to effectively cope with such competitions, our operating revenues, results of operation and financial condition may be affected adversely.

(IV)Risk of reliance on the suppliers of certain critical raw materials and fluctuations in the raw material prices

The main raw materials required by us in production include gallium, germanium ingot, quartz, high-purity arsenic, indium phosphide polycrystalline and boron trichloride. The costs of raw materials constitute a large proportion in our production costs, and the fluctuations in the raw material prices could affect our results of operation. We generally place orders to purchase such main raw materials, but the suppliers may be unable to guarantee the long-term and stable supply of the relevant raw materials to us. Failure of the suppliers to provide the raw materials normally may affect our production and operation, and cause us to be unable to deliver products on schedule. Delay in providing the raw materials by the suppliers may result in an increase in our production costs, delay in production or reduction of output, which may, in turn, have an adverse effect on our revenues and results of operation.

(V)Risk of loss of key personnel

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

and increasingly fierce competition in the industry, the semiconductor materials industry faces increasingly fierce competition for technical professionals. If we are unable to provide a better development platform, more competitive remunerations and friendly R&D conditions, our key personnel may leave us, which may have an adverse effect on our business.

(VI)Risk of disclosure of core technologies

Through years of technology research and development and accumulation, we now own series of proprietary intellectual properties and know-how. Though we attach great importance to the protection of core technologies, our intellectual properties and know-how may be disclosed due to failure of our or our suppliers’ network security systems to prevent unauthorized accesses and complicated web attacks, or improper handling of sensitive data by our employees or suppliers or otherwise, which may seriously damage our reputation and competitiveness, and in turn have an adverse effect on our business development and results of operation.

(VII)Risk of changes in industry regulatory policies

We mainly operate in the Chinese Mainland, so we need to comply with the laws and regulations of the Chinese Mainland relating to work safety, environmental protection and use of hazardous chemicals, among others, in our production and operation. In 2015, the State Administration of Work Safety (“SAWS”) included GaAs in the list of hazardous chemicals. The increasingly strict industry regulatory policies require us to enhance production management, to ensure our production and operations comply with the applicable laws and regulations. If we and our subsidiaries fail to comply with the applicable laws and regulations, we may be required to assume material liabilities in connection with disposal of hazardous wastes, personal injuries or administrative penalties, or suspend certain business, which may have a material adverse effect on our business, financial condition and results of operation.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Table of Contents


STATEMENT OF THE ISSUER	1
SUMMARY OF THIS OFFERING	3
SIGNIFICANT MATTERS	4
I.OUR CONTROLLING SHAREHOLDER, AXT, IS A COMPANY LISTED ON THE NASDAQ	4
II.WE HEREBY ADVISE THE INVESTORS TO PAY SPECIAL ATTENTION TO THE RISK FACTORS DESCRIBED BELOW	4
(I) WE AND OUR CONTROLLING SHAREHOLDER AXT ARE LISTED ON THE STAR MARKET AND THE NASDAQ RESPECTIVELY	4
(II) RISKS RELATED TO TECHNOLOGICAL UPGRADING	5
(III) RISKS RELATED TO MARKET COMPETITION	5
(IV) RISK OF RELIANCE ON THE SUPPLIERS OF CERTAIN CRITICAL RAW MATERIALS AND FLUCTUATIONS IN THE RAW MATERIAL PRICES	6
(V) RISK OF LOSS OF KEY PERSONNEL	6
(VI) RISK OF DISCLOSURE OF CORE TECHNOLOGIES	7
(VII) RISK OF CHANGES IN INDUSTRY REGULATORY POLICIES	7
III.BUSINESS SITUATION FROM THE DATE OF AUDITED FINANCIAL REPORT TILL THE DATE OF THIS PROSPECTUS	8
TABLE OF CONTENTS	9
SECTION I DEFINITIONS	13
SECTION II OVERVIEW	24
I. PARTICULARS OF THE ISSUER AND THE INTERMEDIARIES OF THIS OFFERING	24
II. PARTICULARS OF THIS OFFERING	24
III. MAIN FINANCIAL DATA AND FINANCIAL METRICS OF THE ISSUER DURING THE REPORTING PERIOD	26
IV. MAIN BUSINESS OF THE ISSUER	27
V. TECHNOLOGICAL ADVANCEMENT, COMMERCIALIZATION OF TECHNOLOGIES DEVELOPED AND FUTURE DEVELOPMENT STRATEGIES OF THE ISSUER	30
VI. LISTING STANDARD SELECTED BY THE ISSUER	31
VII. DESCRIPTION OF THE SATISFACTION BY THE ISSUER OF THE POSITIONING OF THE STAR MARKET	31
VIII. SPECIAL ARRANGEMENT MADE BY THE ISSUER IN RESPECT OF CORPORATE GOVERNANCE	34
IX. USE OF OFFERING PROCEEDS BY THE ISSUER	34
SECTION III SUMMARY OF THIS OFFERING	35
I. PARTICULARS OF THIS OFFERING	35
II. PERSONS INVOLVED IN THIS OFFERING	36
III. RELATIONSHIP BETWEEN THE ISSUER AND THE PERSONS INVOLVED IN THIS OFFERING	37
IV. IMPORTANT DATES OF THIS OFFERING	38
SECTION IV RISK FACTORS	39

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


I. TECHNOLOGICAL RISK	39
II. OPERATING RISK	40
III. RISK OF MANAGEMENT AND INTERNAL CONTROLS	43
IV. FINANCIAL RISK	45
V. LEGAL RISK	47
VI. RISK OF THE PROJECTS TO BE INVESTED WITH THE OFFERING PROCEEDS	49
VII. WE AND OUR CONTROLLING SHAREHOLDER AXT ARE LISTED ON THE STAR MARKET AND THE NASDAQ RESPECTIVELY	50
VIII. OTHER RISKS	50
SECTION V BASIC INFORMATION OF THE ISSUER	52
I. BASIC INFORMATION OF THE ISSUER	52
II. INCORPORATION AND REORGANIZATION OF THE ISSUER	52
III. SHAREHOLDING STRUCTURE OF THE ISSUER	62
IV. INFORMATION ON CONTROLLED SUBSIDIARIES AND EQUITY PARTICIPATION COMPANIES OF THE ISSUER	62
V. BASIC INFORMATION ON MAJOR SHAREHOLDERS HOLDING MORE THAN 5% SHARES AND ACTUAL CONTROLLER	78
VI SHARE CAPITAL OF THE ISSUER	88
VII. OVERVIEW OF DIRECTORS, SUPERVISORS, EXECUTIVES AND CORE TECHNICIANS	123
VIII. AGREEMENTS BETWEEN THE COMPANY AND DIRECTORS, SUPERVISORS, EXECUTIVES AND CORE TECHNICIANS AND THEIR PERFORMANCE	132
IX. CHANGES IN DIRECTORS, SUPERVISORS, EXECUTIVES AND CORE TECHNICIANS OF THE COMPANY IN THE PAST TWO YEARS	133
X. EXTERNAL INVESTMENTS BY DIRECTORS, SUPERVISORS, EXECUTIVES AND CORE TECHNICIANS OF THE COMPANY	135
XI. SHARES HELD BY DIRECTORS, SUPERVISORS, EXECUTIVES AND CORE TECHNICIANS OF THE COMPANY AND THEIR CLOSE RELATIVES	136
XII. INCOME OF DIRECTORS, SUPERVISORS, EXECUTIVES, AND CORE TECHNICIANS OF THE COMPANY	137
XIII. EQUITY INCENTIVES AND RELATED ARRANGEMENTS OF THE ISSUER BEFORE THIS OFFERING	139
XIV. EMPLOYEES AND THEIR SOCIAL SECURITY	144
SECTION VI BUSINESS AND TECHNOLOGY	150
I. DESCRIPTION OF THE ISSUER’S MAIN BUSINESS AND MAIN PRODUCTS AND SERVICES	150
II. BRIEF DESCRIPTION OF THE INDUSTRY OF THE ISSUER AND COMPETITION THEREIN	169
III. SALES AND MAIN CUSTOMERS OF THE ISSUER	219
IV. PROCUREMENT OF RAW MATERIALS BY AND MAIN SUPPLIERS OF THE ISSUER	224
V. MAIN RESOURCE ELEMENTS, SUCH AS FIXED ASSETS AND INTANGIBLE ASSETS, HAVING MAJOR IMPACT ON THE MAIN BUSINESS	230
VI. THE COMPANY’S CORE TECHNOLOGIES	241
VII. OVERSEAS OPERATIONS OF THE ISSUER	260
SECTION VII CORPORATE GOVERNANCE AND INDEPENDENCE	261
I. ESTABLISHMENT, PERFECTION AND OPERATION OF THE SYSTEM FOR THE GENERAL MEETING OF SHAREHOLDERS, THE BOARD OF DIRECTORS, THE BOARD OF SUPERVISORS, INDEPENDENT DIRECTORS, THE SECRETARY OF THE BOARD OF DIRECTORS, AND THE SPECIAL COMMITTEES OF THE BOARD OF DIRECTORS OF THE COMPANY	261

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II. SHARES WITH SPECIAL VOTING RIGHTS OF THE ISSUER	266
III. CONTROL STRUCTURE BY AGREEMENT OF THE ISSUER	267
IV. MANAGEMENT’S SELF-ASSESSMENT OF INTERNAL CONTROLS AND CERTIFIED PUBLIC ACCOUNTANTS’ AUTHENTICATION OPINION	267
V. FUND OCCUPATION AND PROVISION OF GUARANTEES FOR EXTERNAL PARTIES OF THE ISSUER	270
VI. VIOLATIONS OF LAWS AND REGULATIONS OF THE ISSUER	270
VII. SELF-MANAGEMENT AND GOING CONCERN OF THE ISSUER	278
VIII. HORIZONTAL COMPETITION	280
IX. RELATED PARTIES AND RELATED PARTY RELATIONSHIP	281
X. RELATED PARTY TRANSACTIONS	286
XI. DECISION-MAKING PROCEDURES OF RELATED PARTY TRANSACTIONS AND OPTIONS OF INDEPENDENT DIRECTORS DURING THE REPORTING PERIOD	307
XII. CHANGES IN RELATED PARTIES	308
SECTION VIII FINANCIAL INFORMATION AND MANAGEMENT ANALYSIS	309
I. AUDIT OPINIONS OF THE CERTIFIED PUBLIC ACCOUNTANT	309
II. AUDITED FINANCIAL STATEMENTS	309
III. BASIS OF PREPARATION OF FINANCIAL STATEMENTS AND SCOPE OF CONSOLIDATED STATEMENTS	319
IV. KEY AUDIT MATTERS AND CRITERIA FOR DETERMINING MAJOR MATTERS OR LEVEL OF SIGNIFICANCE RELATED TO FINANCIAL INFORMATION	320
V. PRODUCT (OR SERVICE) CHARACTERISTICS, BUSINESS MODEL, INDUSTRY COMPETITION, EXTERNAL MARKET ENVIRONMENT AND OTHER FACTORS AND THEIR CHANGING TRENDS, AS WELL AS THEIR POSSIBLE IMPACT OR RISK ON FUTURE PROFITABILITY (OPERATING CAPACITY) OR FINANCIAL CONDITION	322
VI. SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES	327
VII. STATEMENT OF NON-RECURRING PROFIT OR LOSS AS VERIFIED BY THE CERTIFIED PUBLIC ACCOUNTANT	356
VIII. MAJOR TAXES OF THE COMPANY	358
IX. SEGMENT INFORMATION	361
X. KEY FINANCIAL INDICATORS OF THE ISSUER	361
XI. ANALYSIS OF OPERATING RESULTS	364
XII. ANALYSIS OF ASSET QUALITY	395
XIII. ANALYSIS OF LIQUIDITY	422
XIV. ANALYSIS OF CASH FLOW	425
XV. ANALYSIS OF CAPITAL EXPENDITURES	429
XVI. SIGNIFICANT CHANGES OR RISK TRENDS IN THE ISSUER’S LIQUIDITY THAT HAVE OCCURRED OR MAY OCCUR, AND THE ISSUER’S SPECIFIC RESPONSIVE MEASURES TO LIQUIDITY RISKS	429
XVII. WHETHER THERE ARE MATERIAL ADVERSE CHANGES OR RISK FACTORS IN THE ISSUER’S ABILITY TO CONTINUE AS A GOING CONCERN, AND THE BASIS FOR THE MANAGEMENT’S SELF-EVALUATION	430
XVIII. SUBSEQUENT EVENTS, CONTINGENCIES AND OTHER SIGNIFICANT EVENTS	431
XIX. PROFIT FORECAST	431
SECTION IX USE OF OFFERING PROCEEDS AND FUTURE DEVELOPMENT PLANNING	432
I. USE PLANNING OF OFFERING PROCEEDS FOR THIS OFFERING	432
II. RELATIONS BETWEEN THE PROJECT FINANCED BY OFFERING PROCEEDS AND THE COMPANY’S EXISTING PRINCIPAL BUSINESS	437

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


III. DESCRIPTION OF PARTICULARS OF THE PROJECT FINANCED BY OFFERING PROCEEDS	438
IV. BUSINESS DEVELOPMENT GOALS OF THE COMPANY	445
SECTION X INVESTOR PROTECTION	448
I. MAIN ARRANGEMENT FOR THE ISSUER’S INVESTOR RELATIONS	448
II. DIVIDEND DISTRIBUTION POLICY OF THE ISSUER	450
III. DISTRIBUTION POLICY FOR ROLLED-OVER PROFITS BEFORE THIS OFFERING	454
IV. SHAREHOLDER VOTING MECHANISM OF THE ISSUER	454
V. IMPORTANT COMMITMENTS MADE BY ALL PARTIES CONCERNED IN THIS OFFERING AS WELL AS THEIR FULFILLMENT	456
SECTION XI OTHER IMPORTANT MATTERS	483
I. MAJOR CONTRACTS	483
II. EXTERNAL GUARANTEES	491
III. MAJOR LITIGATION OR ARBITRATION MATTERS	491
IV. MAJOR VIOLATIONS AGAINST THE LAW BY THE CONTROLLING SHAREHOLDER AND ACTUAL CONTROLLER OF THE ISSUER DURING THE REPORTING PERIOD	492
SECTION XII REPRESENTATIONS	493
SECTION XIII APPENDICES	501
APPENDIX I: MAIN PROPERTIES AND LAND USE RIGHTS OF THE ISSUER AND ITS SUBSIDIARIES	502
APPENDIX II: PATENTS OF THE ISSUER AND ITS SUBSIDIARIES	511
APPENDIX III: MAIN PATENTS GRANTED BY AXT TO THE ISSUER AND ITS CONTROLLED SUBSIDIARIES	516
APPENDIX IV: MAIN TRADEMARKS LICENSED BY AXT TO THE ISSUER AND ITS CONTROLLED SUBSIDIARIES	518

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Section I Definitions

For purpose of this Prospectus, unless the context otherwise indicates, the following terms shall have the meanings set forth below:

I. Basic terms
Issuer, the Company or we	means	Beijing Tongmei Xtal Technology Co., Ltd. and its predecessor Beijing Tongmei Xtal Technology Limited.
Joint Stock Company/ Beijing Tongmei	means	Beijing Tongmei Xtal Technology Co., Ltd.
Tongmei Limited	means	Beijing Tongmei Xtal Technology Limited, the predecessor of the Issuer.
Baoding Tongmei	means	Baoding Tongmei Xtal Manufacture Co., Ltd., a wholly owned subsidiary of the Issuer.
Chaoyang Tongmei	means	Chaoyang Tongmei Xtal Technology Co., Ltd., a wholly owned subsidiary of the Issuer.
AXT-Tongmei	means	AXT-Tongmei Inc., a wholly owned subsidiary of the Issuer incorporated in U.S.A.
Nanjing Jinmei	means	Nanjing Jinmei Gallium Co., Ltd., a wholly owned subsidiary of the Issuer.
Chaoyang Jinmei	means	Chaoyang Jinmei Gallium Co., Ltd., a wholly owned subsidiary of the Issuer.
Beijing Boyu	means	Beijing Boyu Semiconductor Vessel Technology Co., Ltd., a wholly owned subsidiary of the Issuer.
Tianjin Boyu	means	Boyu (Tianjin) Semiconductor Materials Co., Ltd., a wholly owned subsidiary of Beijing Boyu.
Chaoyang Boyu	means	Boyu (Chaoyang) Semiconductor Materials Co., Ltd., a wholly owned subsidiary of Beijing Boyu.
Chaoyang Xinmei	means	Chaoyang Xinmei High-purity Semiconductor Materials Co., Ltd., a subsidiary controlled by the Issuer.
Maanshan Gallium	means	Jinmei Gallium (Maanshan) Co., Ltd., an investee of Beijing Boyu, in which AXT holds 90% equity interests and Beijing Boyu holds 10% equity interests.
Xing’an Gallium	means	Xiaoyi Xing’an Gallium Co., Ltd., an investee of Nanjing Jinmei.
AXT	means	AXT, Inc., the controlling shareholder of the Issuer, a company trade on the NASDAQ under the symbol “AXTI”.
Jinchao Business Management	means	Nanjing Jinchao Business Management Partnership (LP).
Beijing Bomeilian	means	Beijing Bomeilian Special Ceramics Co., Ltd.
Zhongke Hengye	means	Zhongke Hengye (Tianjin) Technology Development Partnership (LP).

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Beijing Dingmei	means	Beijing Dingmei Technology Development Center (LP).
Beijing Liaoyan	means	Beijing Liaoyan Technology Development Center (LP).
Boyu Yingchuang	means	Boyu Yingchuang (Tianjing) Technology Development Partnership (LP).
Boyu Hengye	means	Boyu Hengye (Tianjing) Technology Development Partnership (LP).
Haitong New Driving Force	means	Liaoning Haitong New Driving Force Equity Investment Fund Partnership (LP).
Haitong New Energy	means	Liaoning Haitong New Energy Low-carbon Industry Equity Investment Fund Co., Ltd.
Haitong Innovation	means	Haitong Innovation Securities Investment Co., Ltd.
Anxin Industrial Investment	means	Fujian Anxin Industrial Investment Fund Partnership (LP).
Jinggangshan Meicheng	means	Jinggangshan Meicheng Equity Investment Partnership (LP).
Huadeng II	means	Hefei Huadeng II Integrated Circuit Industrial Investment Fund Partnership (LP).
Qingdao Xinxing	means	Qingdao Xinxing I Equity Investment Fund Partnership (LP).
Qiji Hangzhou	means	Qiji (Hangzhou) Investment Counseling Co., Ltd.
Gongqingcheng Yihua	means	Gongqingcheng Yihua Tongze Investment Partnership (LP).
Shangrong Baoying	means	Shangrong Baoying (Ningbo) Investment Center (LP).
Xiamen Heyong	means	Xiamen Heyong Zhicheng Equity Investment Partnership (LP).
Hangzhou Jingyue	means	Hangzhou Jingyue Technology Development Partnership (LP).
Lumentime Semiconductor	means	Lumentime Semiconductor Equipment (Shanghai) Co., Ltd.
Liaoning Zhuomei	means	Liaoning Zhuomei Hi-tech Equity Investment Fund Partnership (LP).
Chaoyang Limei	means	Chaoyang Limei Semiconductor Technology Co., Ltd., a wholly owned subsidiary of AXT.
Dongfang Hi-purity	means	Donghai Dongfang Hi-purity Electronic Materials Co., Ltd., an investee of AXT, also a former investee of the Issuer.
Tongli Germanium	means	Xilingol Tongli Germanium Co., Ltd., an investee of AXT.
Jiamei Hi-purity	means	Mount Emei Jiamei Hi-purity Materials Co., Ltd., an investee of AXT.
Beijing Jiya	means	Beijing Jiya Semiconductor Materials Co., Ltd., an investee of AXT.
Industrial Development Zone Company	means	Beijing Tongzhou Industrial Development Zone Company.
SICC	means	SICC CO., LTD.
NSIG	means	National Silicon Industry Group Co., Ltd. (stock code: 688126.SH).

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Osram	means	Osram Opto Semiconductors GmbH, a customer of the Issuer, which is a company incorporated in 1906 and traded on the Frankfurt Stock Exchange under the symbol “OSR.DF”, and a promoter of innovations in the field of optoelectronic semiconductor.
Meta	means	Meta Platforms, Inc., formerly known as Facebook, a customer of the Issuer, which is a well-known global photo sharing and social media platform incorporated in 2004, traded on the NASDAQ under the symbol “FB.O”.
IQE	means	IQE, Inc., a customer of the Issuer, which is a global leading designer and manufacturer of compound semiconductor wafers incorporated in 1988 and traded on the London Stock Exchange under the symbol “IQE.L”.
II-VI	means	II-VI. Inc., a customer of the Issuer, which is a U.S.A.-based engineering material and optoelectronic component company incorporated in 1971 and traded on the NASDAQ under the symbol “IIVI.O”.
Qorvo	means	Qorvo, Inc., a customer of the Issuer, which is a semiconductor company incorporated in 2015 resulting from a merger, traded on the NASDAQ under the symbol “QRVO.O”, and mainly engaged in the design and production of RF systems.
Skyworks	means	Skyworks Solutions, Inc., a customer of the Issuer, which is a company incorporated in 1962, traded on the NASDAQ under the symbol “SWKS.O”, and mainly engaged in the research and development of innovative analog semiconductors and related applications.
IPG	means	IPG Photonics Corporation, a customer of the Issuer, which is a well-known fiber laser manufacturer incorporated in 1990 and traded on the NASDAQ under the symbol “IPGP.O”.
Broadcom	means	Broadcom Inc., a customer of the Issuer, which is a global semiconductor and infrastructure product supplier incorporated in 1961 and traded on the NASDAQ under the symbol “AVGO.O”, and was acquired by and merged with Avago in 2016 and renamed as “Broadcom”.
Trumpf	means	Trumpf Group, a customer of the Issuer, which is one of the largest laser device manufacturers in the world incorporated in 1923.
nLight Photonics	means	nLight Inc., a customer of the Issuer, which is a company incorporated in 2004 and traded on the NASDAQ under the symbol “LASR.O”, and mainly engaged in the production of semiconductor laser modules and single emitters.
SolAero	means	SolAero Technologies, Corp., a customer of the Issuer, which is a global leading manufacturer of solar panels incorporated in 1998.

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Azur Space	means	Azur Space Solar Power GmbH, a customer of the Issuer, which is a company incorporated in 1964 and mainly engaged in the development and production of multi-junction solar cells.
Masimo	means	Masimo Corporation, a customer of the Issuer, which is a global medical technology company incorporated in 1989 and traded on the NASDAQ under the symbol “MASI.O”.
Excelitas	means	Excelitas Technologies Corporation, a customer of the Issuer, which is a major supplier of core chips for MEMS infrared thermopile sensors, and takes the lead in the design and production of high-performance pyroelectric detector, thermopile detector and sensor modules in the world.
Alpha Plus	means	Alpha Plus Co., Ltd., a customer of the Issuer, a manufacturer of vacuum components and vacuum evaporation devices, incorporated in 2000 and supplying its products to major Korean OLED manufacturers.
LouwersHanique	means	LouwersHanique BV, a customer of the Issuer, which is a manufacturer of precision glasses and ceramics incorporated in 2012 after consolidation of Louwers Glastechniek (founded in 1961) and Pulles & Hanique (founded in 1950) , and headquartered in the Netherlands.
Win Semiconductor	means	Win Semiconductor Corp., a customer of the Issuer, which is the largest GaAs wafer fab in the world incorporated in 1999 and traded on the Taiwan Stock Exchange under “3105.TW”.
Landmark Optoelectronics	means	Landmark Optoelectronics Corp., a customer of the Issuer, which is a company incorporated in 1997 and traded on the Taiwan Stock Exchange under “3081.TW”, and mainly engaged in the epitaxial growth of InP.
Visual Photonics Epitaxy	means	Visual Photonics Epitaxy Corp., a customer of the Issuer, which is a company incorporated in 1996 and traded on the Taiwan Stock Exchange under “2455.TW”, and mainly engaged in the epitaxial growth of GaAs and InP.
Epistar	means	Epistar Corporation, a customer of the Issuer, which is a company incorporated in 1996 and traded on the Taiwan Stock Exchange under “2448.TW”, and mainly engaged in the production of super flex LED Epi wafers and grains.
San’an Optoelectronics	means	San’an Optoelectronics Co., Ltd., a customer of the Issuer, which is a domestic listed company (stock code: 600703.SH) incorporated in 1993 and one of the leading semiconductor lighting engineering companies in China.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


Kingsoon	means	Nanchang Kingsoon Optoelectronic Co., Ltd., a customer of the Issuer, which is a company incorporated in 2015 and mainly engaged in the research, development, production and sale of AlGaInP LED epilayers, chips, GaAs solar cell epilayers and other products.
Argosun	means	Anhui Argosun Electronic New Materials Co., Ltd, a customer of the Issuer, which is a company incorporated in 2012 and mainly engaged in the research, development and production of high-purity chemicals for use in the electronics industry.
Jiangxi Jiayin	means	Jiangxi Jiayin Opto-electronic Material Co., Ltd., a customer of the Issuer, which is a company incorporated in 2011 and mainly engaged in the research, development and production of LED epitaxy-MO sources (high-purity metal organic compounds), methyl iodide, hydroiodic acid and other chemicals for use on semiconductors.
Everbright Photonics	means	Suzhou Everbright Photonics Co., Ltd., a customer of the Issuer, which is a domestic manufacturer of semiconductor laser chips, devices and other core components for use in the laser industry incorporated in 2012.
Sumitomo	means	Sumitomo Electric Industries, Ltd., one of the customers and main competitors of the Issuer, which is a well-known Japanese material and component company incorporated in 1920 and traded on the Tokyo Stock Exchange under “5802.T”, and the business of which covers GaAs and InP substrates.
Freiberger	means	Freiberger Compound Materials GmbH, one of the customers and main competitors of the Issuer, which is a company incorporated in 1949 and the business of which covers GaAs substrates.
JX Nippon	means	JX Nippon Mining & Metals Corporation, one of the main competitors of the Issuer, which is a company incorporated in 2010 and the business of which covers InP substrates.
Umicore	means	Umicore Inc., a customer of the Issuer, one of the main competitors of the Issuer, which is a Belgium company incorporated in 1989 and traded on the Euronext under the symbol “UMI.BR”, and the business of which covers germanium substrates.
US Attorney	means	Burks Johansson LLP.
MIIT	means	the Ministry of Industry and Information of the People’s Republic of China.
NDRC	means	the National Development and Reform Commission of the People’s Republic of China.
MOF	means	the Ministry of Finance of the People’s Republic of China.
CSRC	means	the China Securities Regulatory Commission.
Company Law	means	the Company Law of the People’s Republic of China.
Securities Law	means	the Securities Law of the People’s Republic of China.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

AOA	means	the Articles of Association of Beijing Tongmei Xtal Technology Co., Ltd.
Draft AOA	means	the Articles of Association of Beijing Tongmei Xtal Technology Co., Ltd. (draft) that will take effect after the completion of this Offering.
NASDAQ	means	the National Association of Securities Dealers Automated Quotations.
Sponsor, Lead Underwriter or Haitong Securities	means	Haitong Securities Co., Ltd.
Issuer’s Attorney or KWM	means	King & Wood Mallesons Beijing Office.
Reporting Accountant or Ernst & Young Huaming	means	Ernst & Young Huaming Certified Public Accountants (Special General Partnership).
Appraiser or Sinotop Appraisal	means	Beijing Sinotop Appraisal Co., Ltd.
This Offering	means	the offering of up to 98,390,000 shares this time.
Reporting period	means	2018, 2019, 2020 and January - June 2021.
RMB, RMB0’000 and RMB100,000,000	means	Yuan, ten thousand Yuan and one hundred million Yuan.
II. Professional terms
Semiconductor	means	a material the conductivity of which in normal atmosphere temperature is between that of conductor and insulator, that is classified into integrated circuits (“IC”), discrete devices, photoelectrons and sensors by manufacturing technology, and is widely used in communication, computer, consumer electronics, network technology, automobile, aviation, aerospace and other industries.
Substrate or wafer	means	a thin slice of pure single crystal having particular crystallographic planes and appropriate electric, optic and mechanical properties, that is obtained through cutting, grinding and polishing a crystal along particular crystallization direction and used for the growth of epitaxial layers.
Single crystal or crystal	means	that the atoms in the crystal are regularly and periodically arranged in three dimensions, or the entire crystal is composed of the same lattice in three dimensions, and the atoms in the entire crystal exhibits long-ranger order.
Poly-crystal	means	an object composed of randomly oriented crystals, the atoms in which are irregularly arranged.
III-V semiconductor materials	means	compounds formed by combining elements from Group IIIA (boron, aluminum, gallium, indium and thallium) and elements from Group VA (nitrogen, phosphorus, arsenic, antimony and bismuth).

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


InP substrate	means	indium phosphide, which is an important semiconductor compound featuring high saturated electron drift velocity, strong radiation resistance, good thermal conductivity, high photoelectric conversion efficiency and large bandgap width, and widely used in optical communication, optoelectronic devices, high-frequency millimeter wave devices, photoelectric IC lasers, optical detectors and other fields.
GaAs substrate	means	gallium arsenide, which is an important semiconductor compound widely used in the production of RF microwave devices because semiconductor devices produced using GaAs feature good performance in high frequency, high temperature and low temperature, low noise and strong radiation resistance.
Germanium substrate	means	germanium single crystal. Germanium (Ge) is a rare metal element, grayish white, brittle and has unilateral conductivity. Germanium is rarely distributed in nature, and its electron mobility and hole mobility are higher than those of silicon, so it is an excellent semiconductor material. Germanium is widely used in semiconductor, aviation and aerospace measurement and control, detection for nuclear physics, optical fiber communication, infrared optics, solar cells, biomedicine and other fields.
PBN	means	pyrolytic boron nitride, a special ceramic material that is white, non-toxic, nonporous and easy to process, and currently widely used in LEC and VGF series crucibles for in situ synthesis of GaAs, InP and GaP single crystals, and other fields.
High-purity gallium	means	gallium with a total impurity content of less than 0.0001%.
High-purity arsenic	means	arsenic with a total impurity content of less than 0.0001%.
Gallium	means	pure gallium that is extracted from bauxite or sphalerite and then obtained through electrolysis, which is a blue-grey or silvery white metal.
Indium	means	a silvery white and pale blue metal that is very soft (can be scratched with nails), flexible, extensible and laminable, and mainly used in the production of low melting alloys, bearing alloys, semiconductors and electric light sources.
Germanium ingot	means	a silvery white and brittle metal used for the production of semiconductor devices. Germanium single crystals containing particular trace impurities can be used for the production of various kinds of transistors, rectifiers and other devices. High-purity germanium single crystals have high refractive index, and are transparent to infrared radiation but opaque to visible light, so they are suitable for the production of prisms or optical lens for the transmission of infrared light. Germanium compounds are used for the production of fluorescent plates and glasses with high refractive index, and radiation detectors and thermoelectric materials.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

6N, 7N, 8N	means	a unit of purity, where 6N refers to materials with a total impurity content of less than 0.0001%, and so on and so forth.
Boron trichloride	means	a chemical used as a dopant source for semiconductor silicon or catalyst for organic synthesis, or for the production of high-purity or organic boron.
VGF method	means	vertical gradient freeze method, which is similar to VB method. Its main difference from VB method is that VGF method eliminates crystal descending travel mechanism and rotation mechanism, making the crystal growth interface more stable, and is suitable for the growth of ultra-low dislocation GaAs single crystals.
HB method	means	horizontal Bridgman method, which is a horizontal crystal growth method as follows: there are high temperature and low temperature zones in the furnace chamber along the horizontal direction; first put the crucible in the high temperature zone in the furnace to melt all the raw materials; when the top of the seed crystals starts to melt, the crucible starts to move toward the low temperature zone, the melt continues to crystallize, and the crystals slowly grow up. This method is used for the growth of GaAs and some compound semiconductor crystals.
VB method	means	vertical Bridgman method, which is a vertical crystal growth method that produces cylindrical and low-defect GaAs ingots with uniform height for use as crystal sources.
LEC method	means	liquid encapsulation Czochralski method, which is a method for pulling single crystals, also called direct pull single crystal technique, that pulls up single crystals from the melt, i.e., using small seed crystals to gradually pull up large-diameter single crystal ingots from the melt vertically.
LED	means	light emitting diode, which is a semiconductor devices that emits light, and widely used in the field of semiconductor lighting.
OLED	means	organic light emitting display, which is called the third generation display technology, and is thinner, lighter and flexible with low energy consumption and high luminous efficacy, and is mainly used in TVs, computers (displays), mobile phones, tablets and other fields.
Mini LED	means	mini light emitting diode, also called sub-millimeter light emitting diode, which is a light emitting diode about 100μm in size.
Micro LED	means	micro light emitting diode, which further thins, miniaturizes and arrays LED structure, and is only about 1-10μm in size.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


Semiconductor laser	means	a laser that uses semiconductor materials as working materials.
VCSEL	means	vertical-cavity surface-emitting laser, which is a semiconductor laser that emits laser vertical to the substrate. Multiple lasers can be arranged along multiple directions on the substrate, forming parallel light sources.
RF device	means	a device that produces high-frequency alternating electromagnetic waves and is commonly used in mobile phones, GPS, portable wireless devices and other fields.
Power amplifier	means	an amplifier that can produce the maximum power output to drive certain load at a given distortion rate, including AB type, D type and digital power amplifiers, where AB type power amplifiers amplify signals by amplifying electric current through transistors, D type power amplifiers simulate analog audio amplitude using pulse width, and digital power amplifiers amplify power using digital signals.
Low-noise amplifier	means	an amplifier with a very low noise figure, which is generally used as a high-frequency or medium-frequency front amplifier for various radio receivers, and amplifying circuit for high-sensitivity electronic detectors.
Wearable device	means	a portable device that can be directly worn or integrated with clothes or accessories of users, which is not just a hardware equipment, but also can perform strong functions through software support, data interaction and cloud interaction.
Epilayer	means	a particular single crystal film growing out of a wafer using expitaxy technology, including substrate wafer and epitaxial film.
MO source	means	a high-purity metal organic compound, which is one of the main raw materials for the production of LED epilayers using MOCVD technology.
MOCVD	means	metal-organic chemical vapor deposition.
MBE	means	molecular beam epitaxy, which is a special vacuum coating process in which an epitaxial film is deposited on a substrate by spraying molecular beams of constituent elements of thin film to the surface of substrate under a ultra-high vacuum condition.
Bandgap width	means	the energy zone in an energy band structure in which the energy state density is zero, which is often used to express the energy range between valence band and conduction band. The bandgap width decides whether a material is a semiconductor or an insulator.
Dislocation density	means	the total length of dislocation lines in a unit volume of a crystal. The lower that the dislocation density is, the better quality that a crystal is of.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


Energy band transition	means	the process that electrons transit from an energy level to another energy level, to complete the transition between ground state and excited state, which transition is effectuated directly on certain semiconductor materials, and indirectly on other semiconductor materials through the participation of phonons.
Breakdown electric field	means	the voltage required to cause a breakdown of dielectric, i.e. the dielectric loses its dielectric properties and becomes a conductor under strong electric field action. Such voltage is called breakdown voltage, and the electric field intensity upon breakdown of dielectric is called breakdown field intensity.
Electron mobility	means	that within a certain period of time, the path that the electron travels is not the product of its velocity and time, but the net length traveled after multiple scatterings. The higher the voltage is, the more frequently the scatterings occur; the longer the time is, the more scattering events occur; the larger the sectional area is, the lower the scattering frequency is. So the net path of electron movement is inversely proportional to the voltage and time. The physical quantity of the frequency of scattering events can be defined accordingly, which is called electron mobility μ.
Hole mobility	means	a measurement of physical quantity indicating the speed of movement of electrons inside a semiconductor under the electric field action.
Thermal conductivity	means	the heat transferred through unit horizontal sectional area per unit time when the vertical downward gradient of temperature is 1⁰C/m.
Optical module	means	a module composed of optoelectronic devices (including transmitter and receiver), functional circuit, optical interface, etc., in which the transmitting end converts electric signals into optical signals, and after transmission via optical fiber, the receiving end converts optical signals into electrical signals.
TOSA	means	transmitter optical subassembly, the main role of which is to convert electric signals into optical signals (E/O), and judge their optical power, threshold and other performance parameters.
ROSA	means	receiver optical subassembly, the role of which is to convert optical signals into electrical signals (O/E), and judge their sensitivity (SEN) and other performance parameters.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


DFB	means	distributed feedback laser, which mainly uses semiconductor materials, including without limitation GsSb, GaAs, InP and ZnS, as media, and features excellent mono-chromaticity, i.e. spectral purity. Its line width is generally less than 1MHz and it has a very high side-mode suppression ratio, even as high as 40-50dB and over.
EML	means	electro-absorption modulation laser, which is an integrated device of electro-absorption modulator (EAM) and DFB laser (LD), and an electro-absorption modulator that uses the quantum-limited Stark effect (QCSE) and uses internal grating coupling to determine the wavelength DFB laser, an integrated high-performance optical communication light source with small size and low wavelength.
mm	means	millimeter or 10^-3 meter, used for describing the length of diameter of a semiconductor wafer.
μm	means	micrometer or 10^-6 meter.
SEMI	means	the Semiconductor Equipment and Materials International, which is committed to promoting the overall development of micro-electronics, flat panel displays, solar photovoltaic and other industry supply chains.
Yole	means	YoleDeveloppement, a French market research and strategic counseling firm focusing on the market research and consultation in respect of the field of semiconductor and micro-manufacturing technologies.

Due to the effect of rounding off, certain aggregate amounts in this Prospectus may be different from the sums of the relevant addends, in the part of odd amounts.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Section II Overview

This overview briefs the content of this Prospectus. The investors are advised to carefully read this Prospectus in its entirety before making an investment decision.

I.Particulars of the Issuer and the Intermediaries of this Offering

(I) Particulars of the Issuer
Name of the Issuer	Beijing Tongmei Xtal Technology Co., Ltd.	Date of establishment	September 5, 1998
Registered capital	RMB885,426,756	Legal representative	MORRIS SHEN-SHIH YOUNG
Registered address	No. 2, East 2nd Street, Tongzhou Industrial Development Zone, Beijing	Main place of production and business	No. 2, East 2nd Street, Tongzhou Industrial Development Zone, Beijing
Controlling shareholder	AXT. Inc.	Actual controller	None
Industry	Manufacturing of computer, communication and other electronic equipment (Code: C39)	Other exchanges on which the Company is or is intended to be traded or listed	None
(II) Intermediaries of this Offering
Sponsor	Haitong Securities Co., Ltd.	Lead Underwriter	Haitong Securities Co., Ltd.
Issuer’s Attorney	King & Wood Mallesons Beijing Office	Joint lead underwriter	None
Auditor	Ernst & Young Huaming Certified Public Accountants (Special General Partnership)	Appraiser	Beijing Sinotop Appraisal Co., Ltd.

II.Particulars of this Offering

(I) Particulars of this Offering
Type of shares	RMB-denominated ordinary shares (A-shares)
Par value	RMB1.00
Number of shares offered	Up to 98,390,000 shares	% of the total share capital following this Offering	At least 10.00%

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Incl.: Number of new shares offered	Up to 98,390,000 shares	% of the total share capital following this Offering	At least 10.00%
Number of share publicly sold by the existing shareholders	-	% of the total share capital following this Offering	-
Total share capital following this Offering	Up to 983,816,756 shares
Offering price per share	RMB[ ]
Price-to-earnings ratio for this Offering	[ ]
Net assets per share before this Offering	RMB[ ] per share	Earnings per share before this Offering	[ ]
Net assets per share following this Offering	RMB[ ] per share	Earnings per share following this Offering	[ ]
Price-to-book ratio for this Offering	[ ]
Pricing mode	The Issuer and the Lead Underwriter will determine the offering price through inquiring of the securities companies, fund management companies, trust companies, financial companies, insurance companies, qualified foreign institutional investors, private fund managers and other professional institutional investors registered with the Securities Association of China.
Mode of offering	The shares will be offered through inquiry of and allocation to offline offerees and online subscription, or in such other manner as approved by the securities regulatory authorities.
Targets of offering	Qualified offerees and individuals, corporations and other investors who have opened accounts on the STAR Market, except for those prohibited by the applicable laws and regulations of the country.
Mode of underwriting	Firm commitment underwriting
Shareholders proposing to publicly sell their shares	N/A
Principle of allocation of distribution cost	-
Total offering proceeds	RMB[ ]
Net offering proceeds	RMB[ ]

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Use of offering proceeds	GaAs semiconductor material project
Use of offering proceeds		Replenishment of working capital
Estimated distribution cost	The total distribution cost of this Offering is about RMB[ ], including RMB[ ] of underwriter’s fee and sponsor’s fee, RMB[ ] of auditor’s fee and capital verification fee, RMB[ ] of attorney’s fee, RMB[ ] of information disclosure cost, RMB[ ] of distribution service fee and RMB[ ] of miscellaneous expenses.
(II) Important dates of this Offering
Publication date of offering announcement	[ ]
Commencement date of inquiry and recommendation	[ ]
Publication date of pricing announcement	[ ]
Date of subscription and date of payment	[ ]
Listing date of the shares	[ ]

III.Main financial data and financial metrics of the Issuer during the reporting period

In RMB0’000

Item	June 30, 2021	December 31, 2020	December 31, 2019	December 31, 2018
Total assets	185,360.35	180,304.38	133,621.60	121,398.32
Equity attributable to owner of the parent	134,673.22	97,181.93	90,194.28	83,908.32
Debt-to-asset ratio (parent)	14.57%	38.88%	44.24%	38.51%
Item	January- June 2021	2020	2019	2018
Operating revenue	39,355.94	58,317.04	46,222.68	49,028.00
Net profit	3,993.78	6,027.42	-2,806.35	3,680.88
Net profit attributable to the shareholders of the Issuer	4,019.10	4,822.19	-3,338.90	3,062.44
Net profit attributable to shareholders of the parent after deduction of extraordinary gain or loss	3,898.40	898.18	-1,505.14	2,475.75
Basic earnings per share	0.05	N/A	N/A	N/A
Diluted earnings per share	0.05	N/A	N/A	N/A

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


Weighted average return on net assets	3.45%	5.04%	-3.68%	3.92%
Net cash flows from operating activities	-6,546.27	5,525.03	9,767.77	4,516.36
Cash dividends	-	-	-	-
Ratio of R&D expenses to operating revenue	9.78%	7.73%	5.80%	5.52%

IV.Main business of the Issuer

(I)

Main business

We are a well-known global semiconductor material technology company mainly engaged in the research, development, production and sale of InP substrates, GaAs substrates, germanium substrates, PBN and other high-purity materials. Our InP substrate, GaAs substrate and germanium substrate materials can be used for the production of FR devices, optical modules, LEDs (including Mini LEDs and Micro LEDs), lasers, detectors, sensors, space solar cells and other devices, and are widely applied in 5G communication, data center, new-generation display, artificial intelligence, driverless car, wearable device, aerospace and other fields. Our PBN and other high-purity materials guarantee the supply of high-quality raw materials for our semiconductor substrate products from the source, and are widely used in compound semiconductor, OLED, LED and other industries.

We are based in China and serve the world. Our products have been recognized by a large number of domestic and foreign customers and we have cooperated with many well-known companies closely for years. Our main customers are companies listed in U.S.A., Europe, the Chinese Mainland and Taiwan, including without limitation Osram, Customer C, IQE, II-VI, Meta, Qorvo, IPG, Skyworks, Broadcom, Customer A, Customer B, Win Semiconductor, Landmark Optoelectronics, Visual Photonics Epitaxy, San’an Optoelectronics, Everbright Photonics and other specialized epilayer manufacturers, fabs, chip and device manufacturers. In addition, the Chinese Academy of Sciences, the Massachusetts Institute of Technology, the California Institute of Technology, the Peking University, the University of Science and Technology of China, the Shanghai Jiao Tong University, the Xiamen University and other well-known domestic and foreign research institutes and universities also purchase our semiconductor material products for use in education and academic researches.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Below are our well-known downstream customers in different fields:

Main fields of downstream application	Name of customer
Semiconductor substrate materials
5G, data center and optical fiber communication	Customer A, Landmark Optoelectronics, Win Semiconductor, Customer C, IQE, Broadcom, Qorvo and Skyworks
New-generation displays (including Mini LED and Micro LED)	Orsam, Broadcom, Epistar and San’an Optoelectronics
Artificial intelligence and driverless car	Customer A, Landmark Optoelectronics, Win Semiconductor, Visual Photonics Epitaxy, Customer C and Meta
Wearable devices	Masimo and Alta Devices
Aerospace	Customer B, SolAero, Azur Space and Kingsoon
Industrial lasers	IPG, Trumpf, nLight Photonics, Excelitas and Everbright Photonics
PBN crucibles
Crystal growth crucibles	Sumitomo, Freiberger, Vital Materials Co., Ltd. and Yunnan Lincang Xinyuan Germanium Industry Co., Ltd.
OLED crucibles	Beijing Orient Electronics, Tianma Micro-electronics, China Star Optoelectronics Technology and Visionox
High-purity materials
MO source	Argosun and Jiangxi Jiayin

The following table sets forth the components of our revenues from main business by product for the reporting period:

In RMB0’000

Item	January-June 2021		2020		2019		2018
Item		Amount	%	Amount	%	Amount	%	Amount	%
InP substrate	12,177.24	31.15%	12,753.63	21.87%	10,971.16	23.74%	5,773.32	11.85%
GaAs substrate	11,837.58	30.28%	23,536.79	40.37%	17,987.74	38.92%	15,458.70	31.73%
Ge substrate	4,193.70	10.73%	8,055.63	13.82%	6,812.40	14.74%	7,722.62	15.85%
PBN crucible	2,530.82	6.47%	5,186.24	8.89%	4,729.22	10.23%	5,128.27	10.53%
High-purity metals and compounds	6,084.92	15.57%	5,501.42	9.43%	2,531.92	5.48%	3,683.39	7.56%
Others*	2,265.30	5.80%	3,275.00	5.62%	3,188.36	6.90%	10,957.10	22.49%

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Revenue from main business

39,089.56

100.00%

58,308.72

100.00%

46,220.79

100.00%

48,723.40

100.00%

*Including processing of supplied materials, precise crucible regeneration services, etc.

(II)Competitive position

At present, we and our main competitors, Sumitomo, JX Nippon and Freiberger, are tier 1 companies in the global III-V compound semiconductor material industry. Along with the shift of the semiconductor industry chain to the Chinese Mainland and increasing maturity of domestic 5G communication, data center, new-generation display and other downstream industries, we are expected to grasp the development opportunities on the emerging market during the new industry cycle, and grow into a global leading company in the field of III-V compound semiconductor substrate materials.

Our competitive position is reflected in the following aspects:

In terms of market share, according to Yole, our market share in the global InP substrate market was 36%, ranked No.2 in the world, in 2020; and our market share in the global GaAs substrate market was 13%, ranked No.4 in the world, in 2019.

In terms of product performance, our semiconductor substrate products demonstrate excellent performance in dislocation density, resistivity uniformity, flatness and surface granularity, among others, and can satisfy the requirements of 5G RF power amplifiers, Mini LEDs, Micro LEDs, wearable sensors, vehicle-mounted lidars, biometric lasers and other high-end markets for the performance of semiconductor substrate materials. We are one of the few companies in the world whose products can be used on high-end III-V compound semiconductor substrates.

In terms of product size, we are one of the few companies in the world that master the production technology of 8-inch GaAs substrates and 6-inch InP substrates. As 5G communication, new-generation display and other fields of downstream application enter a new investment cycle, the newly built production lines of downstream customers are very likely to shift to large sizes. Therefore, the companies capable to supply large-sized III-V

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

compound semiconductor substrates are expected to have first-mover advantages in the new industry cycle.

In terms of supply chain, we have basically built a complete supply chain for III-V compound semiconductor substrates, which help us ensure more reliable supply of all critical raw materials, effectively control time of production and delivery, and stabilize our production costs. In the context that we are increasing our production capacity, we have a remarkable advantage in supply chain.

V.Technological advancement, commercialization of technologies developed and future development strategies of the Issuer

After years of continuous research, development and production practice, we have accumulated strong technologies and processes. We have mastered synthesis of GaAs poly-crystals, VGF growth of semi-insulator GaAs single crystals and carbon doping control, VGF growth of semiconductor GaAs single crystals and uniform doping control, VGF growth of high-quality germanium single crystals and doping control, VGF growth of high-quality InP single crystals and doping control, partial crystallization at longitudinal temperature gradients, chemical vapor deposition of PBN and other core technologies, and formed a complete and independent technology system in the global III-V compound semiconductor material industry.

As of September 30, 2021, we own 51 patents for invention. While applying for intellectual property rights at home and abroad, according to the different types of core technologies, we keep our formula and process-related know-how in strict confidence, and prevent the disclosure of know-how due to publication of patents. We have been named as a specilzed, refinement, characteristic and novelty small and medium-sized enterprise, national post-doctoral research center, Beijing scientific research and development institution and one of the 13^th group of municipal enterprise technology centers of Beijing, and have got other qualifications and awards.

Our development goal is to grow into a global leading company in the field of III-V compound semiconductor substrate materials. In order to achieve such development goal, we

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

have developed clear development strategies: first, to increase the production capacity for the existing products, in the context of continuous growth of the market, our production capacity is lower than our main competitors, which put us in an adverse competitive position, so we urgently need to improve our supply capability; second, to accelerate the development of production capacity for large-sized substrate products, as 5G communication, new-generation display and other fields of downstream application enter a new investment cycle, the newly built production lines of downstream customers are very likely to shift to large sizes, so we need to develop high supply capability for large-sized substrate products as soon as possible; third, follow the global frontier of technology, and continue to expand the application scenarios of III-V compound semiconductors. We keep a close eye on the new technologies, new devices and new application scenarios proposed by the academic and industrial circles, give active cooperation to downstream customers in their research and development, and introduce our substrate products to new application scenarios in advance.

VI.Listing standard selected by the Issuer

The listing standard selected by the Issuer is the standard set forth in Paragraph (4) under “capitalization and financial metrics” in the Rules Governing the Listing of Stocks on the Sci-tech Innovation Board of the Shanghai Stock Exchange, i.e. “the expected capitalization is not lower than RMB3 billion and the operating revenue in the previous year is not less than RMB300 million”.

VII.Description of the satisfaction by the Issuer of the positioning of the STAR Market

(I)

We satisfy the requirements for industry

Industry in which we operate	√New-generation information technology	According to the Guidelines on the Industrial Classification for the Listed Companies (2012 Revision) published by the CSRC, we are classified into the “computer, communication and other electronic equipment manufacturing industry” (industrial code: C39). According to the
			□ High-end equipment
			□ New materials
			□ New energy
			□ Energy saving and environmental protection

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

	□ Biomedicine	Industrial Classification for National Economic Activities (GB/T 4754-2017) published by the National Bureau of Statistics, we are classified into the “manufacturing of electronic components and special-purpose electronic materials” (industrial code: C3985) under the “computer, communication and other electronic equipment manufacturing industry”. According to the Classification of Strategic Emerging Industries (2018) published by the National Bureau of Statistics, the manufacturing of special-purpose equipment for semiconductor devices we are engaged in is classified as a strategic emerging industry: 1. new-generation information technology industry – 1.2 Core electronic industry – 1.2.3 Manufacturing of high energy storage and critical electronic materials and 3.4.3.1 manufacturing of semiconductor crystals.
			□ Other sectors meeting the positioning of the STAR Market

(II)

We satisfy the requirements for science and technology innovation attributes

Assessment standard 1 for science and technology innovation attributes	Whether or not satisfy	Remark
The aggregate R&D expenses in the past three years account for not less than 5% of the aggregate operating revenue in the past three years, or are not less than RMB60 million.	√Yes □ No	Our aggregate R&D expenses in 2018, 2019 and 2020 amounted to RMB99,010,000, accounting for 6.45% of our aggregate operating revenue in the past three years, which was RMB1,535,677,200, so we satisfy the requirement set forth in Section 1(1) of the Guide on Assessment of Science and Technology Innovation Attributes (Tentative).
The number of R&D personnel accounts for not less than 10% of the total number of employees in the current year.	√Yes □ No	As of the end of 2020, our R&D personnel account for 12.42% of the total number of our employees, so we satisfy the requirement set forth in Section 1(2) of the Guide on Assessment of Science and Technology Innovation Attributes (Tentative).

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

The company owns at least five patents for invention (including patents relating to national defense) which have generated revenues from main business.	√Yes □ No	As of September 30, 2021, we own 42 issued patents for invention in China, and nine patents for invention abroad; and our revenue from products using core technologies accounted for 99.38%, 99.99% and 99.99% of the operating revenue in 2018, 2019 and 2020 respectively, so we satisfy the requirement set forth in Section 1(3) of the Guide on Assessment of Science and Technology Innovation Attributes (Tentative).
The compound annual growth rate of operating revenue in the past three years is not less than 20%, or the operating revenue in the previous year is not less than RMB300 million.	√Yes □ No	Our operating revenue was RMB490‚280‚000, RMB462‚226‚800 and RMB583‚170‚400 in 2018, 2019 and 2020 respectively, and our operating revenue in the previous year is not less than RMB300 million, so we satisfy the requirement set forth in Section 1(4) of the Guide on Assessment of Science and Technology Innovation Attributes (Tentative).

As stated above, we meet the standard set forth in Section 5 of the Tentative Provisions for Application for and Recommendation of Listing of Enterprises on the Sci-tech Innovation Board of the Shanghai Stock Exchange (April 2021 Revision), and the standard set forth in Section 6 thereof, i.e. “the company owns at least 50 patents for invention (including patents relating to national defense) which constitute core technologies and relate to revenues from main business”, as described below:

Metric 2 for science and technology innovation attributes	Whether or not satisfy	Main basis
The company owns at least 50 patents for invention (including patents relating to national defense) which constitute core technologies and relate to revenues from main business.	√Yes □ No	As of September 30, 2021, we own 51 patents for inventions, including 42 domestic patents and 9 foreign patents. 51 patents for invention (including patents relating to national defense) owned by us constitute our core technologies and relate to our revenues from main business, which are used in single crystal growth, wafer cutting, edge trimming, grinding, polishing, cleaning and other processes, the production of PBN materials and other high-purity materials, and other main processes.

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VIII.Special arrangement made by the Issuer in respect of corporate governance

As of the date of this Prospectus, there isn’t any special arrangement in connection with our corporate governance structure.

IX.Use of offering proceeds by the Issuer

The total proceeds from this Offering of RMB-denominated ordinary shares (A-shares) depend on the offering price to be determined according to the market situation and result of inquiry. The net offering proceeds after deduction of the distribution cost will be used in the following projects in order of precedence:

In RMB0’000

No.	Description of project	Total investment	Amount of offering proceeds to be used
1	GaAs semiconductor material project	112,053.63	36,688.73
2	Replenishment of working capital	80,000.00	80,000.00
Total		192,053.63	116,688.73

If the amount of net offering proceeds after deduction of the distribution cost is less than the amount of funds required by such investment projects, we will allocate the offering proceeds in the proportion stated above, and use self-raised funds to make up for the shortfall. If the amount of net offering proceeds after deduction of the distribution cost exceeds the amount of funds required by such investment projects, we will use the excess amount in the development of our main business according to the actual needs in our business operation and subject to the relevant provisions of the CRSC and the Shanghai Stock Exchange. Before the receipt of the offering proceeds, we may use self-raised funds to fund such investment projects, and replace such self-raised funds with the offering proceeds after receipt thereof.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Section III Summary of this Offering

I.	Particulars of this Offering

(I) Type of shares	RMB-denominated ordinary shares (A-shares)
(II) Par value	RMB1.00
(III) Number of shares offered	Up to 98,390,000 shares will be offered this time, representing at least 10.00% of the total share capital of the Company immediately after the completion of this Offering. No existing shareholder will publicly sell any share through this Offering.
(IV) Offering price per share	RMB[ ], to be determined through inquiry of the offerees.
(V) Participation in the strategic allocation by the executives and employees of the Issuer	After completion of the registration procedures with the CSRC with respect to this Offering, the board of directors of the Issuer will meet to consider the related matters.
(VI) Participation in the strategic allocation by the subsidiaries of the Sponsor	The Sponsor will arrange for some of its subsidiaries to participate in the strategic allocation relating to this Offering, subject to the relevant rules of the Exchange. The Sponsor and its subsidiaries will define the specific plan for participation in the strategic allocation relating to this Offering in accordance with the relevant requirements, and submit the related documents to the Exchange pursuant to the relevant provisions.
(VII) Price-to-earnings ratio for this Offering	[ ] (calculated by dividing the offering price by the earnings per share, which is equal to the lower of the net profit attributable to the shareholders of the parent before and after deduction of the audited extraordinary gain or loss for the year of [ ] divided by the total share capital immediately after this Offering)
(VIII) Net assets per share before this Offering	[ ] per share (calculated by dividing the audited equity attributable to the shareholders of the parent as of [ ] by the total share capital immediately before this Offering)
(IX) Net assets per share following this Offering	[ ] per share (calculated by dividing the sum of the audited equity attributable to the shareholders of the parent as of [ ] and the net offering proceeds by the total share capital immediately after this Offering)
(X) Price-to-book ratio for this Offering	[ ] (calculated by dividing the offering price by the net assets per share following this Offering)
(XI) Mode of offering	The shares will be offered through inquiry of and allocation to offline offerees and online subscription, or in such other manner as approved by the securities regulatory authorities.

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(XII) Targets of offering	Qualified offerees and individuals, corporations and other investors who have opened accounts on the STAR Market, except for those prohibited by the applicable laws and regulations of the country.
(XIII) Mode of underwriting	Firm commitment underwriting
(XIV) Estimated distribution cost	The total distribution cost of this Offering is about RMB[ ], including RMB[ ] of underwriter’s fee and sponsor’s fee, RMB[ ] of auditor’s fee and capital verification fee, RMB[ ] of attorney’s fee, RMB[ ] of information disclosure cost, RMB[ ] of distribution service fee and RMB[ ] of miscellaneous expenses.

II.

Persons involved in this Offering


(I) Issuer
Name	Beijing Tongmei Xtal Technology Co., Ltd.
Legal representative	MORRIS SHEN-SHIH YOUNG
Domicile	No. 2, East 2nd Street, Tongzhou Industrial Development Zone, Beijing
Telephone	010-61562241
Facsimile	010-61562245
Contact person	SONG Jing
(II) Sponsor (lead underwriter)
Name	Haitong Securities Co., Ltd.
Legal representative	ZHOU Jie
Domicile	No. 689, Guangdong Road, Shanghai
Telephone	021-23219000
Facsimile	021-63411627
Sponsor’s representatives	ZHONG Zhuke and WU Ting
Project assistant	XI Hua
Responsible persons for the project	ZHANG Bowen,LI Ling and WANG Jianwe
(III) Law firm
Name	King & Wood Mallesons Beijing Office
Principal	WANG Ling
Domicile	17-18/F, East Tower, World Finance Center, Building 1#, 1 Middle Dongsanhuan Road, Chaoyang District, Beijing
Telephone	010-58785588
Facsimile	010-58785566
Responsible attorneys	XU Hui, YANG Zhenhua and WANG Anrong

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


(IV) Accounting firm
Name	Ernst & Young Huaming Certified Public Accountants (Special General Partnership)
Principal	MAO Anning
Domicile	01-12, 17/F, Ernst & Young Tower, Oriental Plaza, 1 East Chang’an Street, Dongcheng District, Beijing
Telephone	010-58153000
Facsimile	010-58153000
Responsible certified public accountants	CHEN Xiaosong and LU Yang
(V) Asset appraiser
Name	Beijing Sinotop Appraisal Co., Ltd.
Principal	CHEN Wei
Domicile	8/F, Block B, Zhongguancun IP Tower, 21 South Haidian Road, Haidian District, Beijing
Telephone	010-66090385
Facsimile	010-66090368
Responsible certified asset appraisers	KOU Yingwei and YAN Bingzhu
(VI) Stock registry
Name	China Securities Depository and Clearing Corporation Limited Shanghai Branch
Domicile	3/F, China Insurance Building, 166 East Lujiazui Road, Pudong New Area, Shanghai
Telephone	021-68870587
(VII) beneficiary bank
Account name	[ ]
Account number	[ ]
(VIII) Stock exchange to which the listing application is submitted
Name	Shanghai Stock Exchange
Domicile	Shanghai Stock Exchange Building, 528 South Pudong Road, Shanghai
Telephone	021-68808888

III.Relationship between the Issuer and the persons involved in this Offering

Haitong Innovation, Haitong New Driving Force and Haitong New Energy hold 1.4859%, 1.3373% and 0.5201% shares in the Issuer respectively.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Haitong New Energy Private Equity Investment Management Co., Ltd is the fund manager and executive partner of Haitong New Driving Force, and the fund manager of Haitong New Energy. Haitong Innovation holds 29.90% shares in Haitong New Energy. Haitong Kaiyuan Investment Co., Ltd. holds 20.00% shares in Haitong New Energy and 19.33% shares in Haitong New Driving Force respectively. Haitong Securities is the indirect controlling shareholder of Haitong New Energy Private Equity Investment Management Co., Ltd., and the controlling shareholder of Haitong Kaiyuan Investment Co., Ltd. and Haitong Innovation.

Except as stated above, none of the intermediaries involved in this Offering or their principals, executives and responsible persons directly or indirectly holds shares or is otherwise interested in the Issuer, and vice versa.

IV.Important dates of this Offering

Schedule of offering	Date
Publication date of offering announcement	[ ]
Commencement date of inquiry and recommendation	From [ ] to [ ]
Publication date of pricing announcement	[ ]
Date of subscription and date of payment	From [ ] to [ ]
Listing date of the shares	[ ]

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Section IV Risk Factors

In assessing the shares offered by us this time, in addition to the information provided elsewhere in this Prospectus, the investors shall carefully consider all of the risk factors described below. The following risk factors are arranged according to the principle of materiality and degree that they may affect the investors’ decisions, which does not indicate that such risk factors will occur in turn.

I.	Technological risk

(I)

Risks related to technological upgrading

In the development of semiconductor materials, along with the breakthrough in the technology of silicon-based materials, GaAs substrates might be replaced by SOI (silicon on insulator) wafers in RF devices and other fields of application. SOI wafers have certain performance advantages over silicon substrates. Though the RF devices produced using SOI wafers are inferior to the products using GaAs substrates in terms of power consumption, radiation and transmission speed, their cost is lower than that of GaAs substrates, so SOI wafers have replaced GaAs substrates in smart phones and other fields of application. If SOI wafers and other new-type substrate products become more cost effective and receive wide recognition on the market, or are used in more application scenarios the scope of application of III-V compound semiconductor substrates will be reduced, which may have an adverse effect on our business and results of operation.

(II)

Risk of loss of key personnel

The semiconductor materials industry in which we operate is a highly technology intensive industry and requires a large number of professionals, in particular, R&D personnel and outstanding management personnel. Along with the continuous growth of market demands and increasingly fierce competition in the industry, the semiconductor materials industry faces increasingly fierce competition for technical professionals. If we are unable to provide a better development platform, more competitive remunerations and friendly R&D conditions, our key

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personnel may leave us, which may have an adverse effect on our business.

(III)Risk of disclosure of core technologies

II.

Operating risk

(I)

Risks related to market competition

The industry in which we operate have a relatively high market concentration, and our III-V compound semiconductor substrate and germanium substrate products directly compete with the products of Sumotimo, JX Nippon, Freiberger, Umicore and other advanced international companies that have strong R&D capabilities, know-how, distribution channels and market reputations, and may develop more advanced technologies and launch more competitive products. In addition, such competitors own core technologies similar to the VGF technology owned by us.

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(II)

Risk of reliance on the suppliers of certain critical raw materials and fluctuations in the raw material prices

(III)Risks related to verification by customers

Our compound semiconductor material products must pass strict verifications by customers before they are sold to customers. According to industry practices, product verification often lasts about three months to one year, and even longer. During the verification of our products by a customer, we will incur sales, administration and other expenses, but cannot guarantee that our products will pass the verification. Failure of our products to pass the verification by a new customer as expected, or our new products to pass the verification by any existing customer could have an adverse effect on our results of operation. In addition, if our products fail to pass the verification by a customer, we have a slim chance to sell the relevant products to such customer within a period of time thereafter.

(IV)Risk of intensification of international trade disputes

Since 2018, the trade disputes between the U.S.A. and China have been growing in intensity. Between 2018 and 2020, the US government imposed additional tariffs on certain products imported from China, while the Chinese government also imposed additional tariffs on certain products imported from the U.S.A. In the future, the US government and the Chinese

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government may continue to impose additional tariffs on and other trade barriers against certain products imported from each other.

The continuous intensification of US-China trade disputes will have far-reaching adverse influence on the global semiconductor industry. If the Chinese government imposes additional tariffs on the raw materials purchased by us from U.S.A. or the US government imposes additional tariffs on the products sold by us to U.S.A., our production costs will increase and product prices will lose competitive advantage, which could have a material adverse effect on our operating revenues, results of operation and financial condition.

(V)Risks related to industry cycle

The compound semiconductor material industry in which we operate is on the upstream of the semiconductor industry chain, and the demands for compound semiconductor materials are directly affected by the chip manufacturing and terminal application markets on the downstream. In case of any macroeconomic or industrial recession, as a result of which the growth of demands on 5G communication, data center, new-generation display, artificial intelligence and other terminal application markets falls short of expectations, or the semiconductor industry is going downhill, leading to a decrease in the output and sales of ICs, sensors, discrete devices and LEDs, our results of operation and business development could be adversely affected.

(VI)Risk of decrease in product prices

Our product prices may decrease due to fluctuations in downstream market demands, intensified industrial competition or other reasons. If we are unable to reduce our production costs and improve the competiveness of our products through increasing production scale and yield rate, improving production technology or otherwise, the decrease in product prices could affect our profitability and competitiveness.

(VII)Risks related to product quality

Due to the complication of the environment for, and difficulty in the process control of,

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

the growth of compound semiconductor crystals, we are unable to completely avoid product defects. If we are unable to control the defects within a reasonable range, the product quality of our downstream chip or device manufacturers may be adversely affected, as a result of which the downstream customers may return our products, reduce or cancel purchase orders, or even turn to our competitors. In addition, product defects will increase our production costs and result in costs of returned goods and additional services, which in turn could have an adverse effect on our results of operation. Moreover, if our products are often found to be defective, our market reputation could be adversely affected.

(VIII)Risk of suspension of production

The complicated growth environment and long period of growth of compound semiconductor crystals put forward high requirements for the continuity of production. In case of any fire or explosion during the production due to accumulation of flammable chemicals, excessively high temperature or otherwise, we may have to suspend production in order to repair the production lines or even replace equipment. In addition, the continuity of our production may be adversely affected if our main production bases are subject to any power restriction policy. We may incur direct economic losses and even lose certain customers and revenues in case of any suspension of production caused by any accident or power restriction requirements.

III.Risk of management and internal controls

(I)We have a controlling shareholder but do not have an actual controller

As of the date of this Prospectus, AXT directly holds 85.51% shares in us, and is our controlling shareholder. As a company listed on the NASDAQ, AXT has a decentralized shareholding structure, and does not have an actual controller. Therefore, we also do not have an actual controller. We cannot guarantee that we will not forfeit the opportunities of business development due to unstable corporate governance structure or inefficient decision making caused by lack of actual controller, which may affect our production and operation and cause

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fluctuations in our results of operation. In addition, the changes in the shareholding structure and control of AXA in the future (if any) may result in changes in the main members of our management, which may in turn affect our normal operations.

(II)Risk of management and internal controls resulting from increase in our scale of operation

During the reporting period, our total assets amounted to RMB1‚213,983,200, RMB1‚336,216‚000, RMB1‚803,043,800 and RMB1‚853,603,500, and operating revenues amounted to RMB490‚280‚000, RMB462‚226‚800, RMB583‚170‚400 and RMB393‚559‚400 receptively, both of which have grown rapidly.

Along with the further increase in the scale of our assets, operation and employees, the allocation of resources in research and development, purchasing, production, sales and other areas, and internal controls and management have become increasingly complicated, which put forward higher requirements for our organization structure and management capabilities. Our internal control system and management level may be unable to adapt to the rapid increase in our scale of operation, which may result in a decrease in our operating efficiency, and increase in the costs and expenses at a rate higher than the growth rate of revenues, which in turn could lower our competitiveness. We face risks of management and internal controls resulting from increase in our scale of operation.

(III)Risk of integration and management of subsidiaries

During the reporting period, we acquired Chaoyang Jinmei, Nanjing Jinmei, Beijing Boyu, Chaoyang Boyu, Tianjin Boyu, AXT-Tongmei and other companies through business combination involving entities under common control. Such companies are mainly engaged in the research, development, production and sale of PBN and other high-purity materials. After acquisition of such companies, we have integrated their operation, management, R&D and other activities. However, if we fail to effectively integrate and manage such controlled subsidiaries, our operations in the future may be affected.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

IV.Financial risk

(I)Risks related to collection of accounts receivable

As of the end of each reporting period, the carrying amount of our accounts receivable amounted to RMB150,030,000, RMB129,799,300, RMB152,366,000 and RMB201,058,100, accounting for 12.36%, 9.71%, 8.45% and 10.85% of our total assets respectively. During the reporting period, the huge amount of accounts receivable have caused certain pressure on our working capital. We have made provisions for doubtful accounts receivable according to the principle of prudence. If we fail to properly manage our accounts receivable or our customers fall into serious difficulties in operation, we may be unable to collect our accounts receivable in a timely manner, which may have an adverse effect on our results of operation.

(II)Risk of management and impairment of inventories

As of the end of each reporting period, the carrying amount of our inventories amounted to RMB268,346,200, RMB245,695,300, RMB284,639,900 and RMB330,357,400, accounting for 44.60%, 44.03%, 30.81% and 38.34% of our current assets respectively. Both the amounts of inventories and their proportion in the current assets are relatively high. As of the end of each reporting period, the balance of allowance for impairment of inventories was RMB9,689,900, RMB23,596,800, RMB14,558,100 and RMB17,079,200 respectively.

We need to maintain a certain level of inventories of important raw materials, in order to prevent interruption of supply. However, certain critical raw materials may be in short supply sometimes. Some of our inventories and works in progress may become obsolete due to changes in the specifications required by customers, or inability to be sold within a foreseeable time due to plunge in demand, which may cause losses to us. In addition, in case of any material adverse change in the selling prices of our products in the future, the net realizable value of our inventories may fall below their net carrying amount, so we have to record additional allowances for impairment of inventories, which may affect our profit.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

(III)Risk of changes in preferential tax policies

During the reporting period, as a hi-tech enterprise, we have enjoyed a preferential enterprise income tax rate and tax credits for R&D expenses. If the Chinese government makes any material adjustment to the laws, regulations and policies relating to tax preferences or we fail to obtain the qualification as a hi-tech enterprise or satisfy the conditions for tax credits for R&D expenses in China, our results of operation may be adversely affected.

(IV)Risk of high percentage of revenues from the overseas market

The percentage of our operating revenues from the overseas market was 63.32%, 60.66%, 57.63% and 47.91% in 2018, 2019, 2020 and January to June 2021 respectively, which was relatively high. Continuous worsening of the international trade environment, additional tariff barriers, great fluctuations in exchange rate and other adverse situations may affect our revenues from the overseas market, which may have an adverse effect on our results of operation.

(V)Foreign exchange risk

During the reporting period, the sales of our most products are denominated in USD and YEN, purchases of part of raw materials are denominated in USD, so RMB to USD and RMB to YEN exchange rates could affect our results of operation. During the reporting period, we recorded RMB6,430,000, RMB1,271,100, RMB-6,879,000 and RMB1,343,700 of exchange loss (exchange gain expressed with “-”) respectively in financial expenses. The RMBexchange rates fluctuate due to changes in international political and economic environment and are somewhat uncertain. Along with the continuous increase in our scale of operation, if RMBto USD and RMBto YEN exchange rates fluctuate greatly in the future, our performance may become uncertain and we may incur exchange losses, which could have an adverse effect on our results of operation and financial condition.

(VI) Risk of fluctuations in gross margin ratio

During the reporting period, the gross margin ratio of our main business was 30.81%, 19.43%, 25.70% and 33.24% respectively, which varied with the reporting period. If our scale of operation, product mix, customer resources, cost control or advantages in technological

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

innovation change significantly, or the industrial competition grows in intensity, resulting in decrease in the selling prices of our products, increase in costs and expenses or substantial changes in customer demands, the gross margin ratio of our main business may fluctuate.

(VII)Risk of decrease in return on net assets

The balance of our net assets was RMB875,182,900, RMB940,481,700, RMB971,819,300 and RMB1,354,779,000 respectively as of the end of each reporting period. In 2021, our net assets increased as a result of equity financing. After the completion of this Offering, our net assets will increase significantly within a short time. However, the projects to be invested with the offering proceeds need certain time to be completed, and our net profit may be unable to keep pace with the growth of net assets, so our return on net assets may decrease in a short time.

V.	Legal risk

(I)Risk of IP disputes

Our results of operation somewhat depend on our intellectual property (“IP”) system and ability to maintain such IPs and protect our trade secrets. As of September 30, 2021, we own 51 domestic and foreign issued patents for inventions, including 42 domestic patents and 9 foreign patents. We attach great importance to the proprietary nature and compliance of our R&D system, and do our utmost to prevent our technologies and products from falling into the scope of patent protection of our competitors. We also attach great importance to the protection of our IPs, and have built an IP protection system. Any IP dispute raised by our competitors against us or infringement of our IPs by our competitors may have an adverse effect on our production and operations.

(II)Risk of changes in industry regulatory policies

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Administration of Work Safety (“SAWS”) included GaAs in the list of hazardous chemicals. The increasingly strict industry regulatory policies require us to enhance production management, to ensure our production and operations comply with the applicable laws and regulations. If we and our subsidiaries fail to comply with the applicable laws and regulations, we may be required to assume material liabilities in connection with disposal of hazardous wastes, personal injuries or administrative penalties, or suspend certain business, which may have a material adverse effect on our business, financial condition and results of operation.

(III)Risk of cross licensing of patents

In the semiconductor industry, in order to avoid infringements and suits arising from overlapping patents, the companies often make cross licensing arrangements.

AXT, our controlling shareholder, has entered into a Cross-licensing and Non-prosecution Agreement with M, one of our major competitors, under which M and AXT grant a cross license to each other and the entities under their respective control for patents filed prior to December 31, 2029 (inclusive), covering the manufacturing, use, import, and sales of gallium arsenide and indium phosphide crystals and substrate products. We, as a controlled subsidiary of AXT, are a main beneficiary of the Cross-licensing and Non-prosecution Agreement.

Our core technologies may be divulged or misappropriated if we fail to strictly implement the security measures. If the relevant licenses are terminated by M or fail to be renewed upon expiration thereof, and the Issuer fail to develop alternate technologies in a timely manner, we may face allegations of patent infringement due to lack of necessary license, which may have an adverse effect on our production and operations.

(IV)Some of our buildings have not obtained building property title certificates

Some of our buildings have not obtained building property title certificates. The total floor area of such buildings is 23‚010.18 square meters, accounting for about 16.26% of the total area of main building properties owned by us and our controlled subsidiaries, a relatively low percentage. Such buildings are mainly located in our plant area at Tongzhou District, Beijing,

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

in which part of InP substrate production lines are located. We have developed solutions with respect to the plant buildings in which the affected InP substrate production lines are located and auxiliary buildings. Other buildings without building property title certificates are not within our main premises. Therefore, the lack of building property title certificates of some buildings will not have a material adverse effect on our production and operations.

Such buildings have not obtained building property title certificates due to being completed far back in time and certain historic and objective reasons, such as the status of Tongzhou District as the sub-center of Beijing and its industrial adjustment. The competent authorities may order us to stop using such buildings.

VI.Risk of the projects to be invested with the offering proceeds

(I)The projects to be invested with the offering proceeds may fail to produce the desired economic benefits

The proceeds from this Offering will be invested in GaAs semiconductor material project and used to replenish working capital. Though we have conducted feasibility studies and market researches in respect of such investment projects, such studies and researches were conducted on the basis of the current market environment, technological capabilities, development trends and other factors, such projects may face uncertainties in connection with overall economic situation, industrial and market environment, technology upgrading or otherwise when they are actually implemented, and we may fail to make breakthroughs in certain critical technologies or the performance of the products developed by us may fall short of expectations, which may have an adverse effect on the implementation of such investment projects.

(II)Additional depreciation and amortization of fixed assets may affect our profitability

After the projects to be invested with the proceeds from this Offering are completed and put into production, we need to record additional depreciation and amortization of fixed assets

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

of RMB87‚382‚800 in total every year, which will significantly increase our fixed production costs of expenses. If such investment projects fail to produce benefits or revenues as expected due to poor management or ineffective market exploitation, such additional depreciation and amortization of fixed assets will increase our operating risks, which in turn could have an adverse effect on our profitability.

VII.We and our controlling shareholder AXT are listed on the STAR Market and the NASDAQ respectively

After the completion of this Offering of A-shares, we and our controlling shareholder AXT will be listed on the STAR Market and the NASDAQ respectively, which means that we and AXT need to comply with the laws and rules and listing-related regulatory requirements of both the U.S.A. and China, and disclose the information required to be publicly disclosed according to law concurrently in the U.S.A. and China.

Due to the differences between the U.S.A. and China in the applicable laws, rules and regulatory philosophies, we and AXT are subject to different accounting standards and different regulatory requirements, including different requirements for certain accounting treatment and disclosure of financial information. In addition, due to the differences between the U.S.A. and China in the requirements of securities regulatory authorities for information disclosure by the listed companies, language, culture and expression habits, composition and investment philosophies of investors, and actual situations of capital market, our stock price on the STAR Market may be different from the stock price of AXT on the NASDAQ. Such differences and the fluctuations in the stock price of AXT on the NASDA may affect our stock price on the STAR Market.

VIII.Other risks

(I)The COVID-19 pandemic could have an adverse effect on the semiconductor industry

The outbreak of COVID-19 throughout the world since early 2020 has a material adverse

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effect on global economy. Since the COVID-19 is still spreading globally, the duration of the pandemic and its impact cannot be estimated at present. If the pandemic continues or grows in intensity, China and other countries and regions where our customers and supplies are located may take anti-epidemic measures, such as lockdown, quarantine, restriction on movement and work at home, which may have an adverse effect on our research and development, production, sales, service and other activities. If the pandemic cannot be put under control for a long time, the economic and financial markets in major countries of the world may be adversely affected, which may result in continuous recession of the semiconductor industry from the source, and have a material adverse effect on our business, results of operation and financial condition.

(II)Risk of fluctuations in stock price

The market price of our stock not only depends on our results of operation and prospectus, but is also affected by the macro-economic cycle, interest rate, the relation between demand and supply of capital and other factors, and may fluctuate due to changes in international and domestic political and economic situations and mood of investors. The fluctuation in stock price is a normal phenomenon on the stock market. Therefore, the investors must be aware of risks and make correct investment decisions.

(III)Risk of force majeure

Political factors, natural disasters, wars and other events of force majeure occurred in the course of business may cause damages to our assets, personnel, suppliers and customers, which may have an adverse effect on our production and operations.

(IV)Risk of failure in this Offering

Pursuant to the applicable regulations, if the number of investors making valid offers or submitting subscriptions off the line in respect of this Offering is less than the number required by law, or the total capitalization in this Offering fails to reach the applicable criteria of capitalization, this Offering will be suspended. If our listing review procedures exceed the time limit prescribed by the Exchange or the offering registration procedures fail to be resumed within three months following the suspension thereof, or there are other adverse factors affecting this Offering, this Offering may fail.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Section V Basic Information of the Issuer

I. Basic information of the Issuer

Company Name (in Chinese):	北京通美晶体技术股份有限公司
Company Name (in English):	Beijing Tongmei Xtal Technology Co., Ltd.
Legal Representative:	MORRIS SHEN-SHIH YOUNG
Share Capital:	RMB885,426,756
Date of Incorporation:	September 25, 1998
Date of Overall Change	April 16, 2021
Domicile:	No. 2, East 2^nd Street, Tongzhou Industrial Development Zone, Beijing
Postal Code:	101100
Telephone:	010-61562241
Facsimile:	010-61562245
Website:	http://www.tmjt.com
Email:	tmir@tmjt.com
Information Disclosure Department:	Securities Department
Person in Charge of Information Disclosure:	SONG Jing
Phone Number of Information Disclosure Department:	010-61567380

II. Incorporation and reorganization of the Issuer

(I) Incorporation of Tongmei Limited

On July 24, 1998, the Beijing Administration for Industry and Commerce issued the Notice of Approval of the Registration of a Foreign-Invested Enterprise Name (Jing Gong Shang Wai Qi Ming Deng Zi [98] No. 439), agreeing to pre-approve the name, i.e., Beijing Tongmei Xtal Technology Limited.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

On August 26, 1998, Beijing Tongzhou District Industrial Development Zone Corporation and AXT jointly entered into the Articles of Association of Beijing Tongmei Xtal Technology Limited.

On September 9, 1998, the Beijing Tongzhou District Foreign Economic Relations and Trade Commission issued to Tongmei Limited the Approval on the Establishment Contract of Beijing Tongmei Xtal Technology Limited, its Articles of Association and Board of Directors ([1998] Tong Wai Jing Mao Fa No. 93 ), agreeing that Industrial Development Zone Corporation and AXT jointly establish Beijing Tongmei Xtal Technology Limited; its total amount of investment is USD 3.06 million and its registered capital is USD 3.06 million.

On September 15, 1998, the People’s Government of Beijing Municipality issued the Certificate of Approval of a Foreign-invested Enterprise of the People’s Republic of China to Tongmei Limited (Wai Jing Mao Zi [1998] No. 00455).

On September 25, 1998, Tongmei Limited obtained the Business License of Enterprise Legal Person issued by the State Administration for Industry and Commerce.

According to the articles of association and industrial and commercial registration materials of Tongmei Limited when it was incorporated, its shareholding structure at the time of incorporation is as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	302.94	99.00
2	Industrial Development Zone Company	3.06	1.00
Total		306.00	306.00

(II) Incorporation of Joint Stock Company

On April 1, 2021, the shareholders’ meeting of Tongmei Limited passed a resolution that agrees to change Tongmei Limited into a company limited by shares. Ernst & Young Huaming audited the financial statements of Tongmei Limited as of January 31, 2021, and issued the Special Audit Report (EY (2021) Zhuan Zi No. 61641535_ B01). Sinotop Appraisal issued the Asset Appraisal Report of which the appraisal base date is January 31, 2021 (Zhong Feng Ping Bao Zi (2021) No. 01085).

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

On April 16, 2021, with the unanimous consent of all the promoters at the establishment meeting of the Issuer, Tongmei Limited initiated the establishment of Beijing Tongmei Xtal Technology Co., Ltd. by way of overall change on the basis of its net assets of RMB1,345,479,418 as of January 31, 2021 as audited by Ernst & Young Huaming, which were converted into 885,426,756 shares at the rate of 1:0.6581, and the remaining RMB460,052,662 being included in the capital reserve. On the same day, all shareholders of Tongmei Limited signed the Promoter Agreement.

On April 16, 2021, the Beijing Tongzhou District Administration for Market Regulation issued a new business license (Unified Social Credit Code: 91110000700004889C).

On April 21, 2021, Ernst & Young Huaming issued the Capital Verification Report (EY (2021) Yan Zi No. 61641535_B03) to review and verify the above-mentioned overall change and capital contribution matter.

The shareholding structure when Joint Stock Company is established is as follows:

No.	Name of shareholder	Number of shares	Shareholding percentage (%)
1	AXT	757,153,721	85.5129
2	Beijing Bomeilian	46,074,057	5.2036
3	Haitong Innovation	13,156,415	1.4859
4	Haitong New Driving Force	11,840,774	1.3373
5	Liaoning Zhuomei	10,463,911	1.1818
6	Anxin Industrial Investment	8,942,416	1.0100
7	Huadeng II	6,955,797	0.7856
8	Jinggangshan Meicheng	5,961,172	0.6733
9	Haitong New Energy	4,604,745	0.5201
10	Qingdao Xinxing	3,974,553	0.4489
11	Qiji Hangzhou	3,974,553	0.4489
12	Jinchao Business Management	3,119,500	0.3523
13	Gongqingcheng Yihua	1,766,907	0.1996
14	Beijing Dingmei	1,729,136	0.1953
15	Shangrong Baoying	1,315,642	0.1486
16	Hangzhou Jingyue	993,611	0.1122
17	Zhongke Hengye	865,289	0.0977
18	Xiamen Heyong	860,468	0.0972

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

19	Beijing Liaoyan		697,721	0.0788
20	Boyu Hengye		637,050	0.0719
21	Boyu Yingchuang		219,934	0.0248
22	Lumentime Semiconductor		119,384	0.0135
Total		885,426,756		100.0000

After the overall change and establishment of Joint Stock Company, the Company succeeded to all the assets and liabilities of Tongmei Limited, and no legal right or interest of any creditor was prejudiced; as of the date of this Prospectus, the Issuer has no dispute with its creditors arising out of the overall change.

As of the date of this Prospectus, the procedures in relation to the industrial and commercial registration and tax registration of the Company’s overall change have been completed in compliance with the Company Law and other laws and regulations.

(III) Changes in Shareholders of the Issuer

During the reporting period, the changes in the share capital and shareholders of the Issuer are as below:

1. Shareholding structure at the beginning of the Report Period

On January 1, 2018, the shareholding structure of the Company’s predecessor, Tongmei Limited., was as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage
1	AXT	3,913.00	100.00
Total		3,913.00	100.00

Note: On November 26, 2020, Tongmei Limited held a board meeting which agreed to change the Company’s registered capital from USD 39.13 million to RMB301,106,669. Tongmei Limited obtained the Business License re-issued by the Beijing Tongzhou District Administration for Market Regulation in December 2020.

2. Capital increase of Tongmei Limited in December 2020

To integrate business resources and resolve the horizontal competition issue, AXT, Jinchao Business Mangement, Beijing Bomeilian and Zhongke Hengye contributed to the Company’s capital increase with their 100% equity interest in Beijing Boyu, Baoding Tongmei, Chaoyang Tongmei, Nanjing Jinmei and Chaoyang Jinmei.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

In addition, to enable employees of the Company to share the Company’s development results, and to stimulate employees, the Company established the employee shareholding platforms, Beijing Liaoyan, Beijing Dingmei, Boyu Yingchuang and Boyu Hengye to contribute to the Company’s capital increase, based on the principle of voluntariness and risk-taking, to realize the employee stock ownership in the Company.

On December 25, 2020, Tongmei Limited held a shareholders’ meeting, agreeing to increase the Company’s registered capital from RMB301,106,668.53 to RMB820,960,319. The newly added registered capital comprises RMB516,569,800, which was subscribed by AXT, Jinchao Business Management, Beijing Bomeilian, and Zhongke Hengye in the form of equity, and RMB3,283,841, which was subscribed by Beijing Liaoyan, Beijing Dingmei, Boyu Yingchuang, and Boyu Hengye in the form of cash.

The newly added registered capital that was subscribed by AXT, Jinchao Business Management, Beijing Bomeilian, and Zhongke Hengye in the form of equity the value of equity paid by them are listed as below:

In RMB0’000

Name of shareholder	Method of payment	Appraisal base date	Reference Number of appraisal report	Value of appraisal	Transaction price	Subscribed registered capital of the Company
AXT	100% equity interest in Baoding Tongmei	September 30, 2020	Zhong Feng Ping Bao Zi [2021] No. 01234	14,433.71	14,433.5425	10,594.98
			100% equity interest in Chaoyang Tongmei		Zhong Feng Ping Bao Zi [2021] No. 01235	16,001.68	16,001.5758	11,746.00
			91.5% equity interest in Chaoyang Jinmei		Zhong Feng Ping Bao Zi [2021] No. 01237	9,214.83	9,214.5972	6,764.00
			100% equity interest in Nanjing Jinmei		Zhong Feng Ping Bao Zi [2021] No. 01236	4,575.00	4,574.6715	3,358.05
			67% equity interest in Beijing Boyu		Zhong Feng Ping Bao Zi [2021] No. 01232	17,822.00	17,234.3756	12,650.94

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Jinchao Business Management	8.5% equity interest in Chaoyang Jinmei	Zhong Feng Ping Bao Zi [2021] No. 01237	425.00	424.9695	311.95
Beijing Bomeilian	27% equity interest in Beijing Boyu		Zhong Feng Ping Bao Zi [2021] No. 01232	7,182.00	6,945.1961	5,098.14
Zhongke Hengye	6% equity interest in Beijing Boyu		Zhong Feng Ping Bao Zi [2021] No. 01232	1,596.00	1,543.3769	1,132.92
Total			71,250.22	70,372.3051	51,656.98

According to the capital increase agreement of Tongmei Limited and the asset evaluation reports issued by Sinotop Appraisal, AXT subscried for the newly increased registered capital of the Company in an amount of RMB451,139,700, the consideration of which was its 100% equity interest in Baoding Tongmei, 100% equity interest in Chaoyang Tongmei, 100% equity interest in Nanjing Jinmei, 91.5% equity interest in Chaoyang Jinmei and 67% equity interest in Beijing Boyu; Jinchao Business Management subscried for the newly increased registered capital of the Company in an amount of RMB3,119,500, the consideration of which was its 8.5% equity interest in Chaoyang Jinmei; Beijing Bomeilian subscried for the newly increased registered capital of the Company in an amount of RMB50,981,400, the consideration of which was its 27% equity interest in Beijing Boyu; Zhongke Hengye subscried for the newly increased registered capital of the Company in an amount of RMB11,329,200, the consideration of which was its 6% equity interest in Beijing Boyu. The capital increase price for AXT, Jinchao Business Management, Beijing Bomeilian and Zhongke Hengye is RMB1.36 per unit of registered capital.

Beijing Liaoyan, Beijing Dingmei, Boyu Yingchuang and Boyu Hengye made their respective capital contribution in cash, and the basic information on their capital contribution is as follows:

No.	Name of shareholder	Amount of investment (in RMB0’000)	Amount of subscribed capital contribution (in RMB0’000)	Capital increase price
1	Beijing Dingmei	228.0000	172.9136	RMB1.32 per unit of registered capital
2	Beijing Liaoyan	92.0000	69.7721	RMB1.32 per unit of registered capital

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

3	Boyu Yingchuang	29.0000	21.9934	RMB1.32 per unit of registered capital
4	Boyu Hengye	84.0000	63.7050	RMB1.32 per unit of registered capital
Total		433.0000	328.3841

After this capital increase was completed, Baoding Tongmei, Chaoyang Tongmei, Nanjing Jinmei, Chaoyang Jinmei, and Beijing Boyu became wholly-owned subsidiaries of the Company. On December 29, 2020, Tongmei Limited obtained the Business License re-issued by the Beijing Tongzhou District Administration for Market Regulation.

On January 28, 2021, Ernst & Young Huaming issued the Capital Verification Report (EY (2021) Yan Zi No. 61641535_B01), confirming that as of January 12, 2021, Tongmei Limited had received the newly increased registered capital of RMB519,853,650.47 paid by investors; the cumulative amount of paid-in capital of Tongmei Limited was RMB820,960,319.00.

Upon the completion of this change, the shareholding structure of Tongmei Limited is as follows:

No.	Name of shareholder	Amount of capital contribution (in RMB0’000)	Shareholding percentage (%)
1	AXT	75,224.6378	91.6300
2	Beijing Bomeilian	5,098.1400	6.2100
3	Zhongke Hengye	1,132.9200	1.3800
4	Jinchao Business Management	311.9500	0.3800
5	Beijing Dingmei	172.9136	0.2106
6	Beijing Liaoyan	69.7721	0.0850
7	Boyu Hengye	63.7050	0.0776
8	Boyu Yingchuang	21.9934	0.0268
Total		82,096.0319	100.0000

3. Equity transfer and capital increase of Tongmei Limited in January 2021

On January 21, 2021, Tongmei Limited held a shareholders’ meeting, agreeing to increase the Company’s registered capital from RMB820,960,319 to RMB885,426,756. The newly increased registered capital would be subscribed by Haitong New Driving Force, Haitong New Energy, Haitong Innovation, Anxin Industrial Investment, Jinggangshan Meicheng, Huadeng II, Qingdao Xinxing, Qiji Hangzhou, Gongqingcheng Yihua, Shangrong Baoying, Xiamen

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Heyong, Hangzhou Jingyue and Lumentime Semiconductor. The above meeting also agreed to the transfer of the registered capital of RMB10,463,911 by the shareholder, Zhongke Hengye, to Liaoning Zhuomei at the price of RMB52,655,928, and the transfer of the registered capital of RMB4,907,343 by the shareholder, Beijing Bomeilian, to AXT at the price of an amount in RMBequivalent to USD 3.73 million. The price of this capital increase and equity transfer is RMB5.03 per unit of registered capital.

On January 25, 2021, Tongmei Limited obtained the Business License re-issued by the Beijing Tongzhou District Administration for Market Regulation.

On January 29, 2021, Ernst & Young Huaming issued the Capital Verification Report (EY (2021) Yan Zi No. 61641535_B02), confirming that as of January 28, 2021, Tongmei Limited has received the newly increased registered capital of RMB64,466,437.00 paid by investors; the cumulative amount of paid-in capital of Tongmei Limited is RMB885,426,756.00.

Upon the completion of this change, the shareholding structure of Tongmei Limited is as follows:

No.	Name of shareholder	Amount of capital contribution (in RMB0’000)	Shareholding percentage (%)
1	AXT	75,715.3721	85.5129
2	Beijing Bomeilian	4,607.4057	5.2036
3	Haitong Innovation	1,315.6415	1.4859
4	Haitong New Driving Force	1,184.0774	1.3373
5	Liaoning Zhuomei	1,046.3911	1.1818
6	Anxin Industrial Investment	894.2416	1.0100
7	Huadeng II	695.5797	0.7856
8	Jinggangshan Meicheng	596.1172	0.6733
9	Haitong New Energy	460.4745	0.5201
10	Qingdao Xinxing	397.4553	0.4489
11	Qiji Hangzhou	397.4553	0.4489
12	Jinchao Business Management	311.9500	0.3523
13	Gongqingcheng Yihua	176.6907	0.1996
14	Beijing Dingmei	172.9136	0.1953
15	Shangrong Baoying	131.5642	0.1486

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus


16	Hangzhou Jingyue	99.3611	0.1122
17	Zhongke Hengye	86.5289	0.0977
18	Xiamen Heyong	86.0468	0.0972
19	Beijing Liaoyan	69.7721	0.0788
20	Boyu Hengye	63.7050	0.0719
21	Boyu Yingchuang	21.9934	0.0248
22	Lumentime Semiconductor	11.9384	0.0135
Total		88,542.6756	100.0000

4. Tongmei Limited changed into Joint Stock Company overally in April 2021

For details of the overall change of Tongmei Limited into and establishment of Joint Stock Company, please refer to “II(II) Incorporation of Joint Stock Company” of “Section V Basic Information of the Issuer” in this Prospectus.

From the above equity change to the date of this Prospectus, no change occurs to the shareholding structure of the Company.

(IV) Material asset reorganization of the issuer during the reporting period

1. Basic information of the material asset reorganization

At the beginning of the reporting period, AXT, the controlling shareholder of the Issuer, carried out the same or similar business operations or engaged in the the same upstream and downstream industries as the Issuer. To resolve the horizontal competition and integrate business resources, the Company carried out the asset reorganization in December 2020 and acquired 100% equity interest in Beijing Boyu, Baoding Tongmei, Chaoyang Tongmei, Nanjing Jinmei and Chaoyang Jinmei. For relevant information, please refer to “II(III)2 Capital increase of Tongmei Limited in December 2020” of “Section V Basic Information of the Issuer” of this Prospectus.

2. Impact of material asset reorganization on the Issuer and its management, actual controller and business performance

All of Tongmei Limited, Beijing Boyu, Baoding Tongmei, Chaoyang Tongmei, Nanjing Jinmei and Chaoyang Jinmei are under the control of the same controlling shareholder AXT. The above asset reorganization of the Company did not cause any change in its principal business and is conducive to improving the integrity of assets, avoiding horizontal competition,

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

and reducing related transactions, thereby further improving the level of corporate governance and enhance the competitiveness of the Company.

The reorganization did not cause any major change in the Company’s management; the controlling shareholder of the Company is always AXT, whether before or after the reorganization.

In the asset reorganization, the relevant financial data of the entities involved and the Issuer’s indicators are compared as follows:

In RMB0’000


Entity	Total amount of assets	Operating income	Total amount of profits
Acquired entities	73,621.79	11,935.97	-23,964,400
Tongmei Limited	80,072.95	35,728.47	-15,131,700
Percentage	91.94%	33.41%	N/A

Note: The above data is the audited data for 2019.

As shown in the above table, before the reorganization of the acquired entities, the total amount of assets, operating income and total amount of profits, after deducting related transactions, have not reached or exceeded 100% of the corresponding indicators of Tongmei Limited in the most recent year since the date of the reorganization, which is amounting to a situation where an offering may be applied for only after it has operated for a full fiscal year under the Opinion on the Application of Article 12 of the Measures for the Administration of Initial Public Offerings and Listings Requiring that the Issuer’s Principal Business has not Changed Significantly in the Last 3 Years - Securities and Futures Law Application Opinion No. 3.

(V) Listing or quoting of the Issuer on other securities markets

The Company has not been listed or quoted on any other securities markets since its establishment. AXT, the controlling shareholder of the Company, is a NASDAQ listed company. For details, please refer to “V(I)1 Controlling Shareholders” of “Section V Basic Information of the Issuer” in this Prospectus.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

III. Shareholding structure of the Issuer

As of the date of this Prospectus, the Company’s shareholding structure is as follows:

IV. Information on controlled subsidiaries and equity participation companies of the Issuer

(I) Controlled subsidiaries

As of the date of this Prospectus, the Company has 9 controlled subsidiaries, the details of them are listed as follows:

1. Chaoyang Tongmei

(1) Basic Information


Name	Chaoyang Tongmei Xtal Technology Co., Ltd.
Unified Social Credit Code	91211300MA0UKGWA20
Domicile	No. 9, Zhonggong Road, Gongyingzi Town, Kazuo County, Chaoyang City, Liaoning Province
Legal Representative	MORRIS SHEN-SHIH YOUNG
Registered Capital	RMB173,371,951
Paid-in Capital	RMB173,371,951
Date of Incorporation	October 18, 2017
Business Scope	Production, R&D, sales of electronic semiconductor materials; technical consultation and after-sales service of self-produced products. (Businesses that are subject to approval in accordance with the law may be carried out only after being approved by relevant authorities.)
Principal Business and its relationship with the Issuer	Mainly engaged in the R&D, production and sales of gallium arsenide crystals, which falls into the scope of principal business of the Issuer.
Shareholder	The Company holds 100% of its equity interest.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

(2) Historical information

Chaoyang Tongmei was established in October 2017. When Chaoyang Tongmei was established, AXT held 100% of its equity interest. Its shareholding structure remained unchanged until Beijing Tongmei acquired Chaoyang Tongmei.

(3) Financial data

The main financial data of Chaoyang Tongmei in the most recent year and period is as follows:

In RMB0’000

Item	June 30, 2021/January - June 2021	December 31, 2020/2020
Total assets	41,564.61	29,939.56
Net assets	15,577.40	15,418.47
Net profit	158.94	135.80

Note: The above financial data have been prepared and included in the Company’s consolidated financial statements in accordance with the enterprise accounting standards and accounting policies of the Company. The consolidated financial statements have been audited by the Reporting Accountant which has issued its Audit Report (EY (2021) Shen Zi No. 61641535_ B02) with the standard unqualified opinion.

2. Baoding Tongmei

(1) Basic Information

Name	Baoding Tongmei Xtal Technology Co., Ltd.
Unified Social Credit Code	91130600MA08UNK83T
Domicile	No. 10, South Section of Xinguodao Street, Dingxing County, Baoding City, Hebei Province
Legal Representative	MORRIS SHEN-SHIH YOUNG
Registered Capital	RMB193,050,654
Paid-in Capital	RMB193,050,654
Date of Incorporation	July 28, 2017
Business Scope	R&D, production of electronic semiconductor materials, sales of self-produced products; technical consultation and after-sales service of self-produced products; wholesale and retail of electronic semiconductor materials; import and export of goods or technologies (except for the import and export of goods and technologies that are prohibited by the State or involve administrative approval). (Businesses that are subject to approval in accordance with the law may be carried out only after being approved by relevant authorities.)
Principal Business and its relationship with the Issuer	Mainly engaged in the R&D, production and sales of gallium arsenide substrates, which falls into the scope of principal business of the Issuer.

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Shareholder

The Company holds 100% of its equity interest.

(2) Historical information

Baoding Tongmei was established in July 2017. When Baoding Tongmei was established, AXT held 100% of its equity interest. Its shareholding structure remained unchanged until Beijing Tongmei acquired Baoding Tongmei.

(3) Financial data

The main financial data of Baoding Tongmei in the most recent year and period is as follows:

In RMB0’000

Item	June 30, 2021/January - June 2021	December 31, 2020/2020
Total assets	44,040.26	32,811.80
Net assets	15,695.73	12,772.13
Net profit	2,923.59	-1,195.88

3. Nanjing Jinmei

(1) Basic Information

Name	Nanjing Jinmei Gallium Co., Ltd.
Unified Social Credit Code	91320115608982073N
Domicile	No. 12, Mozhou East Road, Moling Street, Jiangning District, Nanjing
Legal Representative	MORRIS SHEN-SHIH YOUNG
Registered Capital	RMB5,795,230
Paid-in Capital	RMB5,795,230
Date of Incorporation	September 18, 2000
Business Scope	Licensed businesses: labor dispatch services (Businesses that are subject to approval in accordance with the law may be carried out only after being approved by relevant authorities, and the specific businesses are subject to the approval results) General businesses: sales of electronic special materials; sales of non-ferrous metal alloys; sales of high-performance non-ferrous metals and alloy materials; sales of high-purity elements and compounds; sales of new metal functional materials; sales of rare earth functional materials; sales of chemical products (excluding licensed chemical products); sales of metal materials; sales of metal products; technical services,

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	technology development, technology consulting, technology exchanges, technology transfer, technology promotion; import and export of goods; import and export of technologies; procurement agency service; sales agency; import and export agency (except for businesses that are subject to approval in accordance with the law, such businesses may be carried out by itself by virtue of the business license)
Principal Business and its relationship with the Issuer	Mainly engaged in the sales of high-purity gallium and gallium compounds, which falls into the scope of principal business of the Issuer.
Shareholder	The Company holds 100% of its equity interest.

(2) Historical information

Nanjing Jinmei was established in September 2000. According to the Sino-US Cooperation Nanjing Jinmei Gallium Co., Ltd. Articles of Association and the Cooperation Contract on the Establishment of Nanjing Jinmei Gallium Co., Ltd. between Nanjing Germanium Factory Co., Ltd. (subsequently changed its name into China Germanium Co.,Ltd.) and AXT Inc. entered into by and between AXT and Nanjing Germanium Factory Co., Ltd., it was agreed that the total amount of investment in Nanjing Jinmei was USD 700,000 and its registered capital was USD 500,000, all of which was funded by AXT, and Nanjing Germanium Factory Co., Ltd. would make its investment in the form of its technology of extracting and purifying gallium as a condition of cooperation. With respect to the distribution of its profits, AXT accounted for 88%, and Nanjing Germanium Factory Co., Ltd. accounted for 12%.

In June 2017, China Germanium Co., Ltd. entered into the Equity Transfer Agreement with AXT, pursuant to which it transferred all its obligations and rights (shares) under the joint venture contract to AXT.

According to the Equity Contract entered into by and among AXT and FAN Jiahua, FENG Yi, ZONG Hongxia, and ZHANG Fengxiang in September 2000, AXT held 5% equity interest in Nanjing Jinmei for and on behalf of FAN Jiahua, FENG Yi, ZONG Hongxia, and ZHANG Fengxiang. From February 2018 to May 2019, AXT entered into the Equity Exit Agreement with FAN Jiahua, FENG Yi, and ZONG Hongxia (ZHANG Fengxiang and ZONG Hongxia were husband and wife, and ZHANG Fengxiang had passed away at the time of equity exit) respectively, it is agreed that (1) FAN Jiahua, FENG Yi, and ZONG Hongxia voluntarily transferred all of their equity interest in Nanjing Jinmei to AXT, and confirmed that they had

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

no economic and financial disputes with the company (whether before or after the equity exit); (2) after the completion of such equity transfer, the equity transferor would no longer have corresponding shareholder rights and assume the corresponding obligations of Nanjing Jinmei.

According to the interviews with ZONG Hongxia and the persons handling the above equity exit matter, the purchase of shares of and exit from Nanjing Jinmei of FAN Jiahua, FENG Yi, ZONG Hongxia, and ZHANG Fengxiang is the declaration of their true intentions, the relevant payments have been made, and there is no dispute, discrepancy, or potential discrepancy in relation to the establishment, process and termination of the nominee holding.

Its shareholding structure remained unchanged until Beijing Tongmei acquired Nanjing Jinmei.

(3) Financial data

The main financial data of Nanjing Jinmei in the most recent year and period is as follows:

In RMB0’000

Item	June 30, 2021/January - June 2021	December 31, 2020/2020
Total assets	16,166.72	12,407.95
Net assets	11,002.47	9,572.22
Net profit	1,430.24	789.02

4. Chaoyang Jinmei

(1) Basic Information

Name	Chaoyang Jinmei Gallium Co., Ltd.
Unified Social Credit Code	91211300MA0XYDACX4
Domicile	Kazuo Economic Development Zone, Chaoyang City, Liaoning Province
Legal Representative	MORRIS SHEN-SHIH YOUNG
Registered Capital	RMB44,018,718
Paid-in Capital	RMB15,539,524
Date of Incorporation	July 25, 2018
Business Scope	Licensed businesses: production of hazardous chemicals (businesses that are subject to approval in accordance with the law may be carried out only after being approved by relevant authorities, and specific business are subject to

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

	the results of approval); general businesses: research and development of electronic special materials, manufacturing of electronic special materials, sales of electronic special materials, research and development of new material technology, manufacturing of metal material, sales of metal material, manufacturing of non-ferrous metal alloy, sales of non-ferrous metal alloy, processing of non-ferrous metal rolling, production of chemical products (excluding licensed chemical products), sales of chemical product (excluding licensed chemical products), sales of new metal functional materials, sales of high-performance non-ferrous metals and alloy materials, sales of rare earth functional materials, sales of high-purity elements and compounds, recycling of renewable resources (excluding productive metal scrap), sales agency, procurement agency services, import and export agency, technical services, technology development, technology consulting, technology exchanges, technology transfer, technology promotion, import and export of goods, import and export of technologies (except for businesses subject to approval according to the law, business activities may be carried out independently by virtue of the business license)
Principal Business and its relationship with the Issuer	Mainly engaged in the R&D, production and sales of high-purity gallium and gallium compounds, which falls into the scope of principal business of the Issuer.
Shareholder	The Company holds 100% of its equity interest.

(2) Historical information

Chaoyang Jinmei was established in July 2018. The shareholding structure of Chaoyang Jinmei is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	600.00	100.00
Total		600.00	100.00

On June 4, 2020, the shareholders’ meeting of Chaoyang Jinmei passed a resolution, agreeing to increase the registered capital of Chaoyang Jinmei to USD 6,557,382, and the newly increased registered capital would be subscribed by Jinchao Business Management. After the capital increase was completed, the shareholding structure of Chaoyang Jinmei is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	600.0000	91.50
2	Jinchao Business Management	55.7382	8.50
Total		655.7382	100.00

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Its shareholding structure remained unchanged until Beijing Tongmei acquired Chaoyang Jinmei.

(3) Financial data

The main financial data of Chaoyang Jinmei in the most recent year and period is as follows:

In RMB0’000

Item	June 30, 2021/January - June 2021	December 31, 2020/2020
Total assets	11,593.49	10,828.24
Net assets	4,124.79	3,168.80
Net profit	913.12	1,287.47

5. Beijing Boyu

(1) Basic Information

Name	Beijing Boyu Semiconductor Vessel Craftwork Technology Co., Ltd.
Unified Social Credit Code	911101127415832828
Domicile	Industrial Development Zone, Tongzhou District, Beijing
Legal Representative	MORRIS SHEN-SHIH YOUNG
Registered Capital	RMB16,588,371.64
Paid-in Capital	RMB16,588,371.64
Date of Incorporation	October 22, 2002
Business Scope	Production of pyrolytic boron nitride crucibles and other utensils used to prepare semiconductors and ultra-pure elements; sales of self-produced products; lease of special equipment and automobiles (excluding passenger cars with more than nine seats); import and export of goods. (The enterprise was changed from a foreign-invested enterprise to a domestic-invested enterprise on December 30, 2020, and the market entity independently chooses its businesses and carries out business activities in accordance with the law; for businesses that are subject to approval in accordance with the law, it will carry out business activities in accordance with the approved content after being approved by relevant authorities; it is not allowed to engage in business activities that are prohibited and restricted by the State and industrial policies of this city.)

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

Principal Business and its relationship with the Issuer	Mainly engaged in the R&D, production and sales of PBN materials, which falls into the scope of principal business of the Issuer.
Shareholder	The Company holds 100% of its equity interest.

(2) Historical information

Beijing Boyu was established in October 2002. When Beijing Boyu was established, its shareholding structure is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	54.60	93.33
2	Beijing Bomeilian	3.90	6.67
Total		58.50	100.00

On October 23, 2013, the shareholders’ meeting of Beijing Boyu passed a resolution, agreeing that the registered capital of the company is increased by USD 1.338 million, of which USD 937,000 of the newly increased registered capital shall be subscribed by AXT, and USD 401,000 of the newly increased registered capital shall be subscribed by Beijing Bomeilian. After the capital increase was completed, the shareholding structure of Beijing Boyu is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	148.30	77.12
2	Beijing Bomeilian	44.00	22.88
Total		192.30	100.00

On October 18, 2017, the shareholders’ meeting of Beijing Boyu passed a resolution, agreeing that the registered capital of the company is increased by USD 195,000, and the newly increased registered capital shall be subscribed by Beijing Bomeilian; on October 27, 2017, the shareholders’ meeting of Beijing Boyu passed a resolution, agreeing that the registered capital of the company is increased by USD 235,300, and the newly increased registered capital shall be subscribed by Ulrich Goetz, a natural person. After the above capital increase was completed, the shareholding structure of Beijing Boyu is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	148.30	63.00

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Beijing Tongmei Xtal Technology Co., Ltd.	Prospectus

2	Beijing Bomeilian	63.50	27.00
3	Ulrich Goetz	23.53	10.00
Total		235.33	100.00

On November 20, 2020, the shareholders’ meeting of Beijing Boyu passed a resolution, agreeing that Ulrich Goetz, a natural person, transfers 6% equity interest held by him in Beijing Boyu to Zhongke Hengye, and transfers 4% equity interest held by him in Beijing Boyu to AXT. After the completion of such transfers, the shareholding structure of Beijing Boyu is listed as follows:

No.	Name of shareholder	Amount of capital contribution (in USD0’000)	Shareholding percentage (%)
1	AXT	157.712	67.00
2	Beijing Bomeilian	63.50	27.00
3	Zhongke Hengye	14.118	6.00
Total		235.33	100.00

Its shareholding structure remained unchanged until Beijing Tongmei acquired Beijing Boyu.

(3) Financial data

The main financial data of Beijing Boyu in the most recent year and period is as follows:

In RMB0’000

Item	June 30, 2021/January - June 2021	December 31, 2020/2020