人形机器人龙头，将入主！明日复牌

Group 1 - The core point of the article is that the humanoid robot leader, UBTECH (09880.HK), plans to acquire approximately 43% of the shares of Shenzhen-listed company Fenglong Co., Ltd. (002931) through a combination of "agreement transfer + tender offer" [1] - UBTECH will acquire 65,529,900 unrestricted circulating shares of Fenglong, representing 29.99% of the total share capital, at a transfer price of 17.72 yuan per share, totaling 1.161 billion yuan [3] - After the agreement transfer, UBTECH will further initiate a partial tender offer to all shareholders, aiming to acquire an additional 28,450,000 shares, which is 13.02% of the total share capital [5] Group 2 - The transferor has made an irrevocable commitment to effectively declare the acceptance of the tender offer for 28,427,600 shares, which accounts for 13.01% of the total share capital, and will waive the voting rights corresponding to these shares [5] - Following the completion of the share transfer and the waiver of voting rights, UBTECH will hold 29.99% of Fenglong's shares and the corresponding voting rights, changing the controlling shareholder from Chengfeng Investment to UBTECH, and the actual controller from Dong Jianggang to Zhou Jian [5] - The transaction is part of UBTECH's strategy to enhance its industrial chain layout and strengthen its core competitiveness, with no plans to change Fenglong's main business or conduct major asset adjustments in the next 12 months [7] Group 3 - UBTECH, established in 2012 and listed on the Hong Kong Stock Exchange on December 29, 2023, is a leading company in the robotics field, focusing on the research, design, production, and sales of humanoid robots and intelligent service robot solutions [8] - Despite being in a loss position with a projected net profit of -1.16 billion yuan for 2024, UBTECH's total assets continue to grow, reaching 5.134 billion yuan by the end of 2024 [8] - In 2023, UBTECH has secured nearly 1.4 billion yuan in orders for humanoid robots, with the industrial humanoid robot Walker S2 set for mass production and delivery, aiming for an annual delivery volume exceeding 500 units in 2024 and a planned production capacity increase to 10,000 units by 2026 [8]