Guo Ji Jin Rong Bao·2025-12-25 13:01Core Viewpoint - The acquisition of Fenglong Co., Ltd. by UBTECH Robotics is a strategic move aimed at accelerating the development and commercialization of humanoid robots, creating synergies between the two companies [4][12]. Group 1: Acquisition Details - UBTECH plans to acquire a total of 93.96 million shares of Fenglong, representing 43% of its total share capital, through a combination of agreement transfer and tender offer [2][6]. - The share transfer involves UBTECH purchasing 65.53 million unrestricted shares at a price of 17.72 yuan per share, totaling approximately 1.16 billion yuan, which is about 10% lower than the last closing price before the suspension [5][9]. - Following the share transfer, UBTECH will issue a tender offer for an additional 28.45 million shares at the same price, amounting to 504 million yuan [5][6]. Group 2: Financial Performance of Fenglong - Fenglong reported a peak revenue of 720 million yuan and a net profit of 79.21 million yuan in 2021, but faced declines in both revenue and profit in 2022 and 2023, including a net loss of 7.04 million yuan in 2023 [10]. - In the first three quarters of 2024, Fenglong's revenue reached 373 million yuan, a year-on-year increase of 9.47%, with a net profit of 21.52 million yuan, up 1714.99% [10]. - Fenglong has set performance commitments for the next three years, ensuring net profits of at least 10 million yuan, 15 million yuan, and 20 million yuan for 2026, 2027, and 2028, respectively [11]. Group 3: UBTECH's Business Strategy - UBTECH has secured nearly 1.4 billion yuan in orders for humanoid robots this year and is set to begin mass production of its industrial humanoid robot, Walker S2, in November 2025 [12]. - The company aims to increase its production capacity to 10,000 units by 2026, establishing a solid foundation for large-scale commercial deployment [12]. - Despite significant revenue growth, UBTECH reported net losses of 1.27 billion yuan and 1.16 billion yuan for 2023 and 2024, respectively, with a continued loss of 440 million yuan in the first half of 2025, although the losses are narrowing [12].