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信音电子溢价314%收购独董投弃权票 增收不增利拟投2.2亿拓展汽车业务突围

Core Viewpoint - Xinyin Electronics plans to acquire 80% of Dongguan Guolian Electronics using 220 million yuan of raised funds, despite internal disagreements regarding market stability and team integration [1][4]. Group 1: Acquisition Details - The acquisition involves purchasing 80% of Guolian Electronics from Guotian Electronics for 220 million yuan, making Guolian a subsidiary of Xinyin [3]. - Guolian Electronics specializes in manufacturing and selling automotive connector harnesses, serving major clients like BYD and Xiaomi [3]. - The acquisition aims to enhance Xinyin's competitiveness in the automotive connector sector and open new business growth avenues [3][5]. Group 2: Financial Performance - In the first half of 2025, Xinyin reported revenues of 438 million yuan, an increase of 11.62%, but net profit decreased by 10.98% to 33.09 million yuan [1][5]. - Xinyin's automotive connector revenue fell by 21.5% in 2023, with a slight recovery expected in 2024 [5]. - Guolian Electronics demonstrated strong growth, with a revenue increase of 169.06% in the past year, achieving 126 million yuan and 119 million yuan in revenues for 2024 and the first five months of 2025, respectively [5][6]. Group 3: Valuation and Risks - Guolian Electronics is valued at 276 million yuan, reflecting a 314.14% premium over its book value [6]. - The deal includes performance commitments from Guotian Electronics, ensuring Guolian's net profits will not be less than 79 million yuan from 2025 to 2027 [6]. - Concerns exist regarding Guolian's cash flow, which has been negative, and high accounts receivable, which could pose risks to Xinyin's financial health post-acquisition [6].