广东梅雁吉祥水电回应资产收购问询：详解估值逻辑与商誉风险

Core Viewpoint - Guangdong Meiyan Jixiang Hydropower Co., Ltd. provided a detailed response to the Shanghai Stock Exchange regarding the valuation basis and goodwill risks associated with its asset acquisition, with a focus on the valuation methods used and the expected goodwill generated from the transaction [1] Valuation Methodology - The acquisition's assessment date was set for May 31, 2025, with the target company's net assets valued at 44.5941 million yuan. The valuation methods employed were the market approach and the income approach, yielding valuations of 173.3241 million yuan and 163.2287 million yuan respectively, resulting in premium rates of 288.67% and 266.03%. The income approach was ultimately selected, anticipating goodwill of approximately 76 million yuan [1] Revenue and Cost Projections - Revenue forecasts from 2025 to 2030 indicate that the expected revenue for 2025 will reach 204.477 million yuan, an increase of 33.926 million yuan from 2024, driven by growth in 3C products and new and existing customers. Projections for 2026 to 2030 will consider growth from existing customer businesses, including 3C, home appliances, vehicle maintenance, and telecom projects [2] - Operating costs include labor fees and telecom services, with predictions based on the characteristics of different cost items and business development trends. For instance, labor costs are estimated at 80% of revenue, with some expenses expected to either grow or remain stable [2] Comparison of Valuation Methods - The selection of comparable companies differed between the market and income approaches. The income approach focused on business relevance, while the market approach considered industry relevance and market liquidity. The final comparable companies selected for the market approach were Shunwang Technology, Wutong Holdings, and Runze Technology. The income approach valuation was 163.1179 million yuan, while the market approach valuation was 173.2543 million yuan [3] Goodwill and Risk Assessment - The previous equity transfer in 2021 was unrelated to this acquisition and was influenced by business transformation. The current transaction is expected to generate approximately 76 million yuan in goodwill, which will require annual impairment testing. If the target company's performance deteriorates, there is a risk of goodwill impairment affecting the company's financial results [4] Reasonableness of Income Approach - The static PE ratio for this acquisition is 21.94 times, and the dynamic PE ratio is 10.70 times, both within the range of comparable transaction price-earnings ratios. The valuation agency believes that the income approach accurately reflects the company's future profitability and is less affected by market fluctuations, making it suitable for this transaction assessment and ensuring fair pricing without undisclosed interests [5]