000670,重大资产重组

Core Viewpoint - Yingfang Micro plans a significant asset restructuring by acquiring 100% of two companies, Shanghai Xiaokeli Information Technology Co., Ltd. and FIRST TECHNOLOGY CHINA LIMITED, through a combination of share issuance and cash payment, along with raising supporting funds [2][8]. Group 1: Company Background and Current Status - Yingfang Micro has been suspended from trading since January 6 and plans to resume trading on January 20 [5]. - As of January 5, the stock price was 7.73 CNY per share, with a 4.74% increase, and a total market capitalization of 65.30 billion CNY [5]. - The company has been experiencing continuous losses in recent years [13]. Group 2: Transaction Details - The transaction involves acquiring 100% of Shanghai Xiaokeli and FIRST TECHNOLOGY CHINA LIMITED, with no interdependence between the acquisitions [9]. - The share issuance price for the asset purchase is set at 5.97 CNY per share, which is at least 80% of the average stock price over the 20 trading days prior to the board resolution announcement [9]. - The transaction is expected to constitute a related party transaction due to the ownership stakes exceeding 5% and connections to the largest shareholder [10][11]. Group 3: Strategic Implications - The acquisition aims to strengthen Yingfang Micro's semiconductor distribution business and enhance its market position [14]. - Shanghai Xiaokeli is a professional distributor of electronic components and solutions, while FIRST TECHNOLOGY CHINA LIMITED focuses on semiconductor equipment distribution [15]. - Post-transaction, Yingfang Micro's business scale and market share in electronic component distribution will increase, along with the addition of semiconductor equipment distribution [17]. Group 4: Financial Projections - The net profits for Shanghai Xiaokeli are projected to be 3.81 million CNY, 45.12 million CNY, and 54.11 million CNY for the years 2023, 2024, and the first three quarters of 2025, respectively [18]. - FIRST TECHNOLOGY CHINA LIMITED's net profits are expected to be 30.04 million CNY, 18.91 million CNY, and 28.34 million CNY for the same periods [18]. - Yingfang Micro's net profits are projected to be -60.06 million CNY, -61.97 million CNY, and -43.34 million CNY for the years 2023, 2024, and the first three quarters of 2025, respectively [19].