Ribo Fashion(SH:603196) Xin Lang Zheng Quan·2025-07-22 08:33Core Viewpoint - The acquisition of 71% stake in Yindile by Ribor Fashion for 1.42 billion yuan is seen as a crucial move to improve its financial situation amidst declining performance, with Yindile showing strong profitability [1][2] Group 1: Acquisition Details - Ribor Fashion plans to purchase 71% of Yindile for a total consideration of 1.42 billion yuan, funded through a combination of cash and share issuance [1] - The acquisition is structured as a linked transaction, meaning that if one part fails to receive approval, the other will also not proceed [1] - The valuation of Yindile's total equity is estimated at 2.005 billion yuan, significantly exceeding Ribor Fashion's total assets of 1.037 billion yuan [2] Group 2: Financial Performance - Ribor Fashion reported a net loss of 159 million yuan in 2024, with revenue also declining, highlighting the urgency of the acquisition [1] - Yindile's net profit was 181 million yuan in 2023, projected to grow to 204 million yuan in 2024, indicating a strong financial performance that could benefit Ribor Fashion [1] Group 3: Strategic Implications - The acquisition is part of a broader strategy by Liang Feng, the controlling shareholder, to integrate lithium battery adhesive assets into Ribor Fashion, creating a dual business model of "apparel + lithium battery" [1] - Liang Feng's indirect ownership of 29% of Yindile through Purtai raises questions about potential backdoor listing implications [2] Group 4: Risks and Considerations - The transaction is expected to generate goodwill of 640 million yuan, which poses a risk of impairment if Yindile fails to meet performance targets, potentially impacting Ribor Fashion's financial health [2] - Historical precedents indicate that companies often experience significant performance declines post-acquisition, necessitating caution from investors [2]