“相中”兴感半导体！必易微2.95亿元并购背后疑点

Core Viewpoint - The recent surge in the stock price of Biyimi (688045) is attributed to its announcement of a significant acquisition of 100% equity in Shanghai Xingan Semiconductor for approximately 295 million yuan, despite the target company currently being in a loss position [1][4][11]. Acquisition Details - Biyimi plans to acquire Xingan Semiconductor for about 295 million yuan, funded through its own or raised capital [4][9]. - The acquisition includes a performance commitment from the seller, promising a cumulative net profit of no less than 75 million yuan from 2026 to 2029 [4][5]. - Xingan Semiconductor reported revenues of approximately 46.7 million yuan and 18.6 million yuan for 2024 and the first five months of 2025, respectively, with corresponding net losses of about 13.8 million yuan and 4.2 million yuan [4][5]. Financial Performance - Biyimi's financial performance has been mixed, with revenues of 526 million yuan, 578 million yuan, and 688 million yuan from 2022 to 2024, but net profits showing a decline [4][5]. - In the first half of 2025, Biyimi reported revenues of approximately 283 million yuan, a year-on-year decrease of 6.99%, but a reduction in net losses [5]. Valuation Methodology - The acquisition utilized a market approach for valuation, resulting in a high premium of 266.33%, compared to a lower asset-based valuation [6][7]. - The market approach is deemed more reliable as it reflects current market conditions and the comprehensive earning potential of the target company [7]. Strategic Implications - The acquisition is expected to enhance Biyimi's product portfolio, particularly in current detection and motion sensing, creating a complete product system [10]. - The integration of both companies' market and customer advantages is anticipated to improve market positioning and supply chain efficiency [10]. Market Reaction - Following the acquisition announcement, Biyimi's stock price reached a new high of 54.2 yuan per share, closing at 48.5 yuan, reflecting a 7.25% increase on that day [11].