BPSemi(SH:688368) Xin Lang Cai Jing·2025-09-16 08:50Core Viewpoint - The acquisition of Sichuan Yichong Technology Co., Ltd. by Shanghai Jingfeng Mingyuan Semiconductor Co., Ltd. for 3.28 billion yuan has sparked market attention due to its 260% premium and the fact that both companies are currently operating at a loss, raising questions about the potential success of this merger in the semiconductor industry consolidation wave [1][5]. Group 1: Acquisition Details - Jingfeng Mingyuan completed the acquisition through a combination of issuing shares and cash payment, with 2.033 billion yuan paid via a directed share issuance and 1.249 billion yuan covered by raised funds [2]. - The transaction price corresponds to an evaluation of Yichong Technology at 3.29 billion yuan, representing a 260.08% increase over its book net assets [2]. - Post-acquisition, Jingfeng Mingyuan's goodwill will significantly increase to 1.997 billion yuan, accounting for 35.56% of total assets and 62.10% of net assets [2]. Group 2: Financial Performance of Yichong Technology - Yichong Technology, recognized as one of the top three global wireless charging chip manufacturers, reported a revenue growth of 45.02% and 47.04% for 2023 and 2024, respectively [3]. - Despite its growth, Yichong has accumulated losses exceeding 1 billion yuan over the past two years, with a projected decline in gross margin from 36.59% to 31.88% in 2024 [3]. - The performance commitment for the charging chip segment includes net profit targets of 92 million, 120 million, and 160 million yuan for 2025-2027, while only revenue targets are set for other power management chip segments [3]. Group 3: Financial Performance of Jingfeng Mingyuan - Jingfeng Mingyuan has also faced losses, with net profits of -206 million, -91 million, and -33 million yuan from 2022 to 2024, although it achieved a profit of 15.76 million yuan in the first half of 2025 [4]. - The company’s operating cash flow has decreased by 53.97% year-on-year, indicating ongoing financial challenges [4]. - The acquisition is viewed as a strategic move to build a dual platform in "power management + signal chain," aiming to elevate sales to the top five in the industry [4]. Group 4: Industry Context and Future Outlook - The 3.28 billion yuan acquisition reflects a broader shift in the semiconductor industry from "scattershot innovation" to "ecological competition" [5]. - Successful integration of Yichong Technology's technology and channels could lead to a turnaround in performance for Jingfeng Mingyuan, while failure could result in significant challenges related to goodwill impairment and cash flow [5]. - As of September 2025, the transaction is pending approval from the securities regulatory authority, with multiple factors such as technological barriers, capital patience, and market cycles influencing the outcome [5].