Zheng Quan Shi Bao·2026-01-12 18:23Core Viewpoint - The semiconductor M&A activity in A-shares is experiencing a surge in 2025, with a notable increase in the number of cases and a focus on asset integration and strategic cooperation, despite a rising failure rate in M&A transactions [1][2][3]. Group 1: M&A Activity and Trends - In 2025, the number of M&A cases in the A-share market reached approximately 4,773, reflecting a year-on-year increase of about 5%, while semiconductor-related M&A cases rose to 161, up nearly 25% year-on-year [2][3]. - The total M&A amount in China's semiconductor sector reached 279.67 billion yuan, with 496 cases reported, and 32 failures, marking a more than twofold increase in failures compared to previous years [3]. - The overall failure rate of M&A transactions in the semiconductor industry has increased, with 12 failures reported in 2025, the highest in five years [2][3]. Group 2: Valuation Discrepancies and Challenges - There is a significant divergence in valuations between buyers and sellers, complicating the consensus on core terms such as price and performance commitments, which has become a critical reason for M&A failures [1][4][5]. - The average price-to-earnings ratio in the semiconductor industry dropped from 291 times in 2021 to 53 times in 2024, reflecting a substantial valuation correction amid changing market conditions [5]. - The introduction of the "M&A Six Guidelines" in 2024 accelerated M&A activities, but the valuation discrepancies have intensified in 2025, particularly as sellers' expectations remain high due to historical peaks in valuations [4][10]. Group 3: Strategic Recommendations - Industry experts suggest adopting differentiated M&A strategies, including staged incubation through M&A funds, to mitigate risks associated with semiconductor M&A transactions [1][7][10]. - Companies are encouraged to implement differentiated pricing strategies based on various financing rounds, allowing for more flexible exit options for investors [8][10]. - Regulatory support for differentiated M&A is evident, with a shift towards more inclusive and prudent approval processes, allowing for diverse valuation methods and payment structures [11][12].