FUDA ALLOY(SH:603045) Mei Ri Jing Ji Xin Wen·2025-10-21 07:29Core Viewpoint - Fuda Alloy Materials Co., Ltd. is pursuing a transformation into the photovoltaic sector by planning to acquire a 52.61% stake in Zhejiang Guoda Electronics Technology Co., Ltd. for 352 million yuan, following a previous failed major asset restructuring attempt [1][2]. Group 1: Acquisition Details - The acquisition involves a cash purchase of 352 million yuan for a controlling stake in Guoda Electronics, which operates in the photovoltaic silver paste business [1]. - The Shanghai Stock Exchange has raised concerns regarding the high premium of the transaction and its compliance, particularly focusing on the strategic rationale behind entering the photovoltaic sector amid declining profit margins in the industry [2][3]. Group 2: Regulatory Concerns - The regulatory inquiry emphasizes the need for Fuda Alloy to clarify the rationale for the acquisition, especially given the declining gross margins of Guoda Electronics, which were reported at 7.41%, 6.26%, and 5.85% for 2023, 2024, and the first half of 2025, respectively [2][3]. - Concerns were also raised about the significant discrepancies in the valuation of Guoda Electronics, with historical share prices varying from 6.36 yuan to 13.08 yuan per share, and the overall transaction valuation being 670 million yuan, reflecting a 171.38% increase [4]. Group 3: Financial Performance - Fuda Alloy reported a revenue increase of 33.44% to 2.24 billion yuan in the first half of 2025, driven by higher sales volumes and rising raw material prices, yet the net profit decreased by 31.94% to 24.87 million yuan [5][8]. - The company’s cash flow from operating activities was negative at -169 million yuan, primarily due to increased inventory and accounts receivable, raising concerns about its financial health [8]. Group 4: Debt and Financial Ratios - Fuda Alloy's total assets were reported at 2.918 billion yuan with total liabilities of 1.924 billion yuan, resulting in a debt ratio of 65.93% [9]. - Following the acquisition, the company's debt ratio is expected to rise to 77.23%, increasing financial leverage and raising concerns about its ability to manage debt [9].