Fenglong(SZ:002931) Cai Jing Wang·2025-12-26 10:30Core Viewpoint - The acquisition of 43% stake in Fenglong Co., Ltd. by UBTECH Robotics is a strategic move to enhance its industrial chain layout and strengthen core competitiveness in the humanoid robot sector [1][2]. Group 1: Acquisition Details - UBTECH Robotics plans to acquire a 43% stake in Fenglong Co., Ltd. for a total transaction price of 1.665 billion yuan [1]. - The transaction will occur in two steps, with the first step involving the transfer of 29.99% equity at a price of 17.72 yuan per share, totaling 1.161 billion yuan [1][2]. - The acquisition price represents a discount of approximately 10% compared to Fenglong's closing price of 19.68 yuan before suspension [2]. Group 2: Performance Commitments - The transferor has committed to performance targets, ensuring that Fenglong's net profit and net profit excluding non-recurring gains and losses will not be less than the figures disclosed in the Q3 2025 report [2]. - For the years 2026 to 2028, the profit targets are set at 10 million yuan, 15 million yuan, and 20 million yuan respectively, with a cumulative target of 45 million yuan over three years [2]. Group 3: Company Background and Market Position - UBTECH Robotics focuses on the research, design, manufacturing, and commercialization of humanoid robots, while Fenglong specializes in garden machinery, hydraulic control systems, and automotive parts [2]. - UBTECH has received nearly 1.4 billion yuan in orders for humanoid robots this year, with its industrial humanoid robot Walker S2 entering mass production [3]. - Despite the growth in orders, UBTECH is currently operating at a loss, with projected losses of 1.16 billion yuan in 2024 and 440 million yuan in the first half of 2025 [3].