Core Viewpoint - Tongye Technology plans to acquire 91.69% of Silingke for 561 million yuan, marking a significant move into the chip sector, specifically in power IoT communication chips [2][4][11] Group 1: Acquisition Details - The acquisition price for 91.69% of Silingke is set at 561 million yuan, with the transaction constituting a major asset restructuring but not a restructuring listing [4][11] - The original plan was to acquire 100% of Silingke, but after negotiations, the acquisition ratio was adjusted to 91.69% [4][13] - The financial projections for Silingke indicate revenues of 259 million yuan and 277 million yuan for 2023 and 2024, respectively, with net profits of 27.71 million yuan and 20.32 million yuan [4][13] Group 2: Financial Performance - In the first three quarters of the year, Tongye Technology reported revenues of 294 million yuan, an increase of 11.97% year-on-year, while net profit decreased by 15.56% to 26.61 million yuan [6][16] - The projected cumulative net profit for Silingke for 2026, 2027, and 2028 is promised to be no less than 175 million yuan [5][14] Group 3: Strategic Rationale - The acquisition allows Tongye Technology to leverage its strengths in the rail transit market to promote Silingke's communication chips within rail transit systems, enhancing product competitiveness [7][17] - Both companies share similar end customers, such as the National Railway Group and State Grid, which can lead to improved marketing strategies and resource sharing post-acquisition [8][18] - The merger is expected to enhance procurement capabilities and supply chain management, providing better material sourcing and production services [8][18] Group 4: Valuation and Risks - The valuation of 100% of Silingke's equity is assessed at 612 million yuan, with a significant appreciation rate of 387.41% based on the book value [9][19] - There are risks associated with the performance commitments made by the sellers, including potential failure to meet profit targets, which could lead to compensation obligations [9][19]
重大资产重组！A股公司突发公告！通业科技跨界进入芯片领域