国防军工：如何看待中国船舶和中国重工的重组合并

Investment Rating - Investment recommendation: Outperform the market (maintained) [6] Core Viewpoints - The merger plan between China Shipbuilding and China Heavy Industry was disclosed on September 18, 2024, with stock resumption on September 19, 2024. The merger will be executed through a share swap, with a ratio of 1:0.1335, meaning each share of China Heavy Industry can be exchanged for 0.1335 shares of China Shipbuilding. The share prices for the swap are set at 37.84 CNY/share for China Shipbuilding and 5.05 CNY/share for China Heavy Industry [3][10] - Short-term arbitrage opportunities are limited, while medium to long-term stock prices will be driven by industry trends. The initial arbitrage opportunity of 6.47% has already been realized on the resumption day, and post-arbitrage, the stock price ratio is expected to stabilize around 1:0.1334 [10] - The merger is expected to significantly increase net assets per share, with combined total assets of 375.38 billion CNY and net assets of 131.57 billion CNY post-merger, indicating a 1+1>2 effect [10] - The core pricing of stock prices will still be determined by the cyclical fundamentals of the industry, with expectations of performance release around 2026. The estimated reasonable stock price range for China Shipbuilding post-merger is between 42.9 CNY and 56 CNY based on PB valuation [10] Summary by Sections Merger Details - The merger involves a share swap ratio of 1:0.1335, with specific share prices set for both companies [3][10] - The dissenting shareholders' buyout request price for China Shipbuilding is 30.27 CNY/share, and for China Heavy Industry, it is 4.04 CNY/share [3][10] Financial Impact - Post-merger, the total assets will be 375.38 billion CNY, and net assets will increase significantly, enhancing the financial position of the combined entity [10] - The PB ratio for China Shipbuilding is 3.2, while for China Heavy Industry, it is 1.36, indicating a potential for valuation adjustment post-merger [10] Market Outlook - The report anticipates a stable stock price movement post-arbitrage, with a focus on the cyclical nature of the shipbuilding industry driving future performance [10]