溢价1.7倍！福达合金拟3.52亿元收购光达电子

Core Viewpoint - Fuda Alloy plans to acquire 52.61% of Zhejiang Guangda Electronics for 352 million yuan, marking a significant asset restructuring after a previous failed acquisition attempt [1][4]. Group 1: Transaction Details - The acquisition involves cash payment to 16 parties, including Wenzhou Chuangda and Wang Zhongnan [1][3]. - Post-transaction, Fuda Alloy will become the controlling shareholder of Guangda Electronics, which is classified as a major asset restructuring under relevant regulations [1][4]. - The valuation of Guangda Electronics' 100% equity is estimated at 670 million yuan, reflecting a 171.38% increase over its net asset value [4]. Group 2: Financial Performance - Guangda Electronics, established in 2010, reported revenues of 1.65 billion yuan, 2.681 billion yuan, and 1.409 billion yuan for the years 2023, 2024, and the first half of 2025, respectively [5]. - Corresponding net profits for the same periods were 16 million yuan, 61 million yuan, and 27 million yuan [5]. - The transaction is expected to significantly enhance Fuda Alloy's total assets, revenue, net profit, and earnings per share [5]. Group 3: Performance Commitments - The sellers have committed to achieving net profits of at least 52.18 million yuan, 66.32 million yuan, and 84.67 million yuan for the years 2025 to 2027, totaling a minimum of 203 million yuan over three years [5]. - If these targets are not met, the sellers will compensate up to the amount received from the transaction [5]. Group 4: Customer Concentration and Risks - Guangda Electronics has a high customer concentration, with the top five customers accounting for 69.57%, 90.60%, and 96.70% of its revenue from 2023 to the first half of 2025 [6]. - Sales to Tongwei Co., Ltd. represent 21.58%, 42.09%, and 43.73% of its revenue during the same periods [6]. - The high customer concentration poses risks if relationships with major clients deteriorate or if new customer acquisition falls short [6]. Group 5: Financial Health - Guangda Electronics has a high debt-to-asset ratio of 77.33%, 72.20%, and 75.13% for the years 2023 to the first half of 2025 [6][7]. - Following the acquisition, Fuda Alloy's debt-to-asset ratio is projected to rise from 61.21% and 65.93% to 74.44% and 77.23%, respectively [6][7]. - The high debt levels are attributed to the capital-intensive nature of the industry and limited financing options [7].