Yorhe(SZ:002795) 梧桐树下V·2025-08-14 03:44Core Viewpoint - Yonghe Fluid Intelligent Control Co., Ltd. (Yonghe Intelligent Control) is undergoing a significant change in control as its controlling shareholder, Cao Delin, has signed a share transfer agreement with Hangzhou Runfeng Intelligent Equipment Co., Ltd. to transfer 8% of the company's shares, indicating a shift in management and potential strategic direction [2][3]. Group 1: Share Transfer and Control Change - Cao Delin plans to transfer 35,660,326 shares (8.00% of total shares) at a price of 8.9736 yuan per share, totaling approximately 320 million yuan [2]. - Following the share transfer, the controlling shareholder will change from Cao Delin to Hangzhou Runfeng, and the actual controller will change to Sun Rongxiang [3]. - The voting rights of the remaining shares held by Cao Delin and Xia Zuwang will be irrevocably entrusted to Hangzhou Runfeng for 18 months, establishing them as concerted actors during this period [3]. Group 2: Financial Performance and Losses - Yonghe Intelligent Control has reported continuous losses over the past three years, with a total loss of nearly 500 million yuan from 2022 to 2024 [4]. - The company's revenue for 2024 is projected at approximately 823 million yuan, a decrease of 13.19% from 2023, with a net loss attributable to shareholders of about 297 million yuan [5]. - The company anticipates a net loss of 53.24 million to 27.24 million yuan for the first half of 2025, primarily due to declining revenue from valve fittings and high depreciation and labor costs [5][6]. Group 3: Legal Issues - Yonghe Intelligent Control has disclosed ongoing litigation and arbitration cases with a total amount involved of 64.83 million yuan, which exceeds 10% of the company's latest audited net assets [8]. - The company is involved in multiple legal disputes, with a significant portion of the claims being against it [8]. Group 4: Diversification Efforts - Since Cao Delin became the actual controller in 2019, Yonghe Intelligent Control has attempted to diversify into the medical and photovoltaic sectors, acquiring stakes in various medical facilities [9][10][12]. - Despite these efforts, the company has faced challenges, including a significant loss in 2022, attributed to declining revenues and increased costs [13]. - The photovoltaic segment has underperformed, with revenues of less than 2 million yuan in 2024 and a negative gross margin of -3020.96% [15][16]. Group 5: New Shareholder Background - Hangzhou Runfeng, the acquiring company, was established on July 22, 2025, and has not yet engaged in any business activities related to industrial robots, despite its registered scope [17]. - The company is expected to change its business scope shortly after the share transfer [17][18].