核心条款未协商一致 德固特重大资产重组或终止

Core Viewpoint - The proposed "elephant swallowing snake" acquisition by Degute (300950.SZ) is likely to be terminated due to the inability to reach an agreement on key terms with the target company, Haowei Cloud Computing Technology Co., Ltd. [2][6] Group 1: Acquisition Details - Degute plans to terminate the acquisition of 100% equity in Haowei Technology and the associated fundraising due to challenges in meeting the demands of all parties involved [2][6] - The revenue difference between Degute and Haowei Technology is over 6 times, and the net asset difference is over 3 times for the year 2024 [3][4] - Degute's current main business is energy-saving and environmental protection equipment manufacturing, while Haowei Technology provides digital and intelligent solutions to global telecom operators and enterprise clients [3][4] Group 2: Strategic Intentions - Degute aims to build a "second growth curve" through this acquisition, seeking strategic synergy and effective integration with Haowei Technology [2][3] - The company has expressed that horizontal integration has been challenging due to market competition and fragmentation, thus it is looking to acquire quality assets that align with national industrial policies and have strong growth prospects [3][4] Group 3: Negotiation Challenges - The termination of the acquisition is attributed to a lack of consensus on the valuation and performance commitments between Degute and Haowei Technology's major shareholders [6][7] - Despite multiple rounds of discussions, key terms such as transaction price and scheme have not been agreed upon, leading to the decision to terminate the deal [6][7] Group 4: Future Outlook - Following the termination of the acquisition, Degute's main business remains stable, although there has been a downward trend in performance since 2025, attributed to revenue recognition and rising management costs [7] - The company maintains an open attitude towards constructing a "second growth curve" despite the current challenges [7]