Group 1: Acquisition Overview - Heng Er Da's acquisition of SMS Maschinenbau GmbH involves the complete transfer of all assets and business operations, ensuring a thorough integration without legal or debt risks [3] - The acquisition was executed through a direct asset transfer model rather than a stock transaction, allowing for rapid consolidation of SMS's business and assets [3] Group 2: Product Applications and Client Network - SMS's product range includes high-precision CNC grinding machines for various applications, such as internal and external thread grinding, and gear cutting tools [4][5] - The company has established a global customer network, serving leading firms in tool manufacturing and precision component production [5] Group 3: Strategic Alignment and Management Stability - SMS chose Heng Er Da due to its technological advantages and understanding of grinding processes, which align with SMS's operational needs [6][7] - The existing management structure and workforce of SMS will be retained to ensure stability during the transition [7] Group 4: Localization and Supply Chain Development - Heng Er Da plans to assist SMS in localizing production in China, with a dedicated team to facilitate supply chain integration [8] - SMS aims to send procurement lists and technical documents to Heng Er Da to expedite the localization process [8] Group 5: Future Product Development and Market Strategy - SMS recognizes the importance of the Chinese market and is working on localizing its products to meet regional demands [9] - The company is developing a specialized small screw thread grinding machine, with plans to introduce more targeted products based on market needs [11] Group 6: Brand Continuity and Competitive Landscape - Following the acquisition, SMS will transfer all business assets, including trademarks and patents, to a new company, ensuring brand continuity [12] - Currently, SMS does not face direct competition from companies like Reishauer and Klingelnberg [13] Group 7: Technological Advancements in Screw Products - Since 2006, SMS has focused on developing CNC thread grinding machines, leveraging its technological expertise to enhance product offerings [14] - Heng Er Da plans to accelerate the development and market penetration of screw products, building on its established sales network [14]

Core Viewpoint - The stock price of Hengerd (300946.SZ) surged, reaching a 20% limit up on May 12, with a 39% increase over the past three trading days, following the announcement of an acquisition deal with SMS Maschinenbau GmbH for its high-precision CNC grinding business for €8.5 million (approximately ¥69.36 million) [2][13]. Acquisition Details - Hengerd signed an asset purchase agreement with SMS Maschinenbau GmbH to acquire its high-precision CNC grinding business, including related assets, specific contractual rights and obligations, and personnel [2][3]. - The acquisition will be funded through Hengerd's own or self-raised funds, without involving share issuance or fundraising [3]. Company Performance - Hengerd's overseas revenue reached ¥78.67 million in 2024, marking a 46.35% year-on-year increase [11]. - The company reported a revenue of ¥585 million in 2024, a 7.88% increase, with a net profit of ¥87.31 million, showing a slight recovery [7]. Business Segments - In 2024, Hengerd's metal cutting tools business generated ¥495 million in sales, a 2.84% increase, while the intelligent CNC equipment business saw a 53.66% increase in sales to ¥35.53 million [8][9]. - The rolling functional components business achieved sales of ¥34.91 million, a 59.96% increase, with ongoing efforts to enhance product visibility and market influence [10]. International Strategy - The acquisition is expected to accelerate Hengerd's international expansion, establishing new overseas R&D and production bases, and enhancing its innovation capabilities in smart CNC equipment [5]. - Hengerd aims to build a business model of "European technology, Chinese manufacturing, global market" through this acquisition [5]. Profitability Metrics - Hengerd's gross margin for overseas operations was 42.55%, significantly higher than the domestic gross margin of 27.37% [11][12].

Investment Rating - The industry investment rating is "Overweight" [3][30]. Core Viewpoints - The humanoid robot industry is expected to see significant growth, with a projected cumulative demand of approximately 2 million units by 2030, indicating a critical breakthrough phase from 0 to 1 [6][24]. - The report highlights key companies to watch in the humanoid robot supply chain, including Tier 1 suppliers and core component manufacturers [6][24]. - The report emphasizes the importance of technological advancements in various sectors, including photovoltaic equipment, energy storage, semiconductor equipment, automation, and hydrogen energy, suggesting a favorable outlook for leading companies in these areas [6][25][26]. Summary by Sections Humanoid Robots - Recent developments include the launch of the first domestic AI-powered exoskeleton robot by Zhiyuan, which features advanced technology for various applications [7]. - The first batch of 220 humanoid robots was delivered by Chery, showcasing their capabilities in customer service and sales guidance [17]. - The World Humanoid Robot Sports Competition is set to take place in August, highlighting the growing interest and innovation in the humanoid robotics field [23]. Photovoltaic Equipment - The penetration rate of N-type photovoltaic technology is accelerating, strengthening the competitive edge of leading companies [25]. - The report suggests focusing on companies that are innovating in cost-reduction technologies and expanding production capacity [25]. Energy Storage - Favorable policies are expected to drive growth in both generation-side and user-side energy storage [25]. - Companies like Xingyun Co. are positioned to benefit from strategic partnerships in the energy storage sector [25]. Semiconductor Equipment - The semiconductor equipment market is projected to reach $140 billion by 2030, with a focus on domestic alternatives due to low current localization rates [26]. - The report recommends monitoring companies that are well-positioned to capitalize on this trend [26]. Automation - The market for industrial tools is expected to grow from approximately 40 billion to 55.7 billion by 2026, with opportunities for leading companies to gain market share through increased concentration and import substitution [26]. Hydrogen Energy - The report highlights the potential of green hydrogen in achieving carbon neutrality, with a focus on companies that integrate the hydrogen supply chain [25].

Group 1: Acquisition Overview - 恒而达 discovered SMS company during market research and equipment selection, leading to the acquisition due to SMS's financial difficulties and operational challenges [3][4] - The acquisition involves purchasing SMS's assets valued at approximately €8.4 million, with the final transaction price set at €8.5 million [10] - The acquisition aims to integrate SMS's high-precision CNC grinding technology into 恒而达's product matrix, enhancing innovation capabilities [14] Group 2: SMS Company Profile - SMS was founded in 1995 and is registered in Germany with a capital of €100,000 [4] - The company specializes in CNC grinding technology, particularly for thread grinding machines, and has a strong reputation in Europe and Asia [5][7] - SMS's product range includes various models for internal and external thread grinding, as well as specialized tools for gear cutting [6] Group 3: Clientele and Market Position - SMS's clients include leading international companies in precision tool manufacturing and gear processing, such as Sandvik and Gleason [7] - The company has established a strong market presence due to its high processing accuracy and efficiency [14] Group 4: Strategic Rationale for Asset Purchase - The decision to purchase assets rather than equity was made to mitigate risks associated with legal and financial uncertainties during SMS's operational difficulties [8] - This approach is common in Germany and aims to ensure business continuity and employee stability [9] Group 5: Future Plans for SMS - 恒而达 plans to revitalize SMS by leveraging its customer base in China and optimizing the supply chain to reduce costs [12][13] - The strategy includes enhancing production efficiency and accelerating the development of new products [13] Group 6: Risks and Stability - The acquisition is subject to necessary approvals from relevant authorities, which poses a risk to the transaction [17] - 恒而达 has committed to maintaining SMS's existing organizational structure and workforce to ensure stability in research and development [18]

Core Insights - A German company specializing in high-precision CNC thread grinding machines has become a hot commodity due to its relevance in the humanoid robot industry, leading to a competitive bidding process involving over ten global firms [1][5] - The winning bid was made by Heng Er Da, which aims to expand its product offerings into high-precision grinding machines and become a key player in the embodied intelligent robotics sector [1][6] Company Overview - SMS Maschinenbau GmbH, established in 1995, has evolved from a machine tool modification company to a respected global supplier of innovative profile and thread grinding machines [2] - SMS's thread grinding machines have an average price of around €600,000, with some products exceeding €1 million, indicating a high-value market with few competitors [3] Market Dynamics - The demand for thread grinding machines has surged due to the growth of the embodied intelligent robotics industry, where ball screws and planetary roller screws are critical for enhancing transmission efficiency and precision [3][4] - The production of these high-precision machines is capital and technology-intensive, with significant reliance on foreign imports, creating a high entry barrier for domestic companies [4] Acquisition Details - Heng Er Da announced its acquisition of SMS for €8.5 million, a valuation aligned with SMS's net assets, following a competitive bidding process [5][6] - Despite not having the highest bid, Heng Er Da was chosen for its compatibility with SMS's long-term development goals [6] Strategic Integration - Heng Er Da plans to restore SMS's operational liquidity and efficiency, with an initial investment of €5 million to address cash flow issues [10] - The strategy includes leveraging "European technology, Chinese manufacturing, and global markets" to enhance SMS's production capabilities and expand its market reach [8][10] Future Outlook - The integration aims to enhance Heng Er Da's product matrix in intelligent CNC equipment and accelerate the localization of high-precision thread grinding machine production in China [11] - Analysts believe this acquisition will strengthen Heng Er Da's competitive position in the intelligent CNC equipment and rolling functional components sectors [11]

证券代码：300946 证券简称：恒而达 编号：2025-023 福建恒而达新材料股份有限公司 关于股票交易异常波动的公告 本公司及董事会全体成员保证信息披露内容的真实、准确、完整，没有 虚假记载、误导性陈述或重大遗漏。 一、股票交易异常波动的具体情况 福建恒而达新材料股份有限公司（以下简称公司）股票连续3个交易日 （2025年5月8日、2025年5月9日、2025年5月12日）内收盘价格涨幅偏离值累计 超过30%，根据《深圳证券交易所交易规则》的有关规定，属于股票交易异常 波动情形。 二、公司关注、核实的相关情况 针对公司股票交易异常波动，公司董事会对相关事项进行了核实，现就有 关情况说明如下： 1．公司前期披露的信息不存在需要更正、补充之处。 2．公司未发现近期公共传媒报道了可能或已经对公司股票交易价格产生较 大影响的未公开重大信息。 3．目前公司生产经营正常，近期公司经营情况及内外部经营环境未发生重 大变化。 4．公司、控股股东和实际控制人不存在关于公司应披露而未披露的重大事 项，或处于筹划阶段的重大事项。 5．股票异常波动期间，公司控股股东、实际控制人不存在买卖公司股票的 行为。 三、不存在应披露而未 ...

Investment Rating - The report maintains a "Buy" rating for several companies in the automotive sector, including 双林股份, 雷迪克, 江淮汽车, 爱柯迪, 赛力斯, 北特科技, 新泉股份, 嵘泰股份, 开特股份, 骏创科技, and 易实精密 [12][40]. Core Insights - 恒而达's acquisition of SMS marks a significant trend in the industry towards upstream equipment integration, particularly in high-precision CNC grinding machines [4][5]. - 吉利汽车's plan to fully privatize 极氪 aims to enhance internal integration and reduce costs, with expected savings of 10% to 20% in R&D expenditures [8][9]. - The automotive sector is experiencing a robust sales increase, with 吉利集团's total sales reaching 946,627 units in Q1 2025, a year-on-year increase of 31% [9]. Summary by Sections Market Performance and Valuation - The automotive sector's index rose by 1.8%, lagging behind the broader market, which increased by 2.0% [17]. - The automotive industry's PE ratio stands at 31.0, while the PB ratio is at 2.8, indicating a relatively high valuation compared to historical levels [26]. Company Announcements and Industry News - 吉利汽车 announced plans to acquire all shares of 极氪, which will lead to a complete merger and enhance competitive strength in the smart electric vehicle sector [50]. - 恒而达's acquisition of SMS is expected to accelerate the development of intelligent CNC equipment and core components [5][6]. Investment Recommendations - The report recommends focusing on companies with strong R&D capabilities and self-controlled equipment, such as 双林股份 and 嵘泰股份, as they are likely to outperform in the market [6][10]. - The report highlights the importance of new vehicle launches, with 吉利's recent models showing strong market performance and contributing to profitability [9][10].

Core Viewpoint - Heng Er Da (恒而达) announced the acquisition of SMS company's high-precision CNC grinding business for €8.5 million, approximately ¥69.36 million, to enhance its international presence and technological capabilities in smart CNC equipment [1][3]. Group 1: Acquisition Details - Heng Er Da signed an asset purchase agreement with SMS company to acquire its high-precision CNC grinding business, including related assets, contracts, and personnel [1]. - The transaction price is €8.5 million, equivalent to approximately ¥69.36 million based on the exchange rate of ¥8.1596 per euro [1]. - The acquisition will be executed by Heng Er Da's wholly-owned subsidiary registered in Germany [1]. Group 2: SMS Company Overview - SMS company, founded in 1995, has evolved into a global supplier of innovative profile and thread grinding machines, primarily serving leading international firms in precision component manufacturing [2]. - The company has developed independent capabilities in grinding machine R&D and manufacturing, as well as CNC system software development [2]. - As of December 31, 2024, the book value of the related tangible and intangible assets to be acquired is approximately €8.4 million [2]. Group 3: Strategic Objectives - The acquisition aims to leverage SMS's technological expertise in thread grinding and CNC technology to enhance Heng Er Da's innovation capabilities and product offerings [3]. - The transaction is expected to accelerate Heng Er Da's international expansion and strengthen its core technology and process solutions in smart CNC equipment [3]. - The company plans to integrate SMS's technological advantages to enhance its overall R&D capabilities and expedite the development and industrialization of rolling functional components [3].

证券代码：300946 证券简称：恒而达 编号：2025-021 审议通过了《关于收购德国SMS Maschinenbau GmbH资产并签署<资产购 买协议>的议案》。 具体内容详见公司同日于巨潮资讯网（www.cninfo.com.cn）披露的《关于收 购SMS Maschinenbau GmbH相关资产的公告》（公告编号：2025-022）。 表决结果：7票赞成；无反对票；无弃权票。 本议案已经公司战略委员会审议通过。 福建恒而达新材料股份有限公司 第三届董事会第四次会议决议公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有 虚假记载、误导性陈述或重大遗漏。 一、董事会会议召开情况 福建恒而达新材料股份有限公司（以下简称公司）第三届董事会第四次会议 通知于2025年5月8日以电子邮件或电话的方式送达全体董事、监事及高级管理人 员。经公司全体董事同意，公司于2025年5月8日10:00以通讯方式召开。本次会议 由公司董事长林正华先生召集并主持，会议应到董事7名，实际参加会议董事7名， 公司监事、高级管理人员列席了本次会议。本次会议的召集、召开程序符合《中 华人民共和国公司法》《公司章程》 ...

Core Viewpoint - Hengda plans to acquire the high-precision CNC grinding business assets of German company SMS Maschinenbau GmbH for a transaction price of €8.5 million, aiming to enhance its R&D capabilities and product offerings in the intelligent CNC equipment sector [1] Group 1: Acquisition Details - The acquisition will be funded through Hengda's own or self-raised funds [1] - The transaction will not be classified as a related party transaction or a major asset restructuring [1] Group 2: Strategic Implications - Post-acquisition, Hengda will integrate SMS's technological advantages and resources to improve its overall R&D innovation capabilities [1] - The company aims to accelerate the R&D and industrialization of rolling components such as ball screws and planetary roller screws [1]