并购重组
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A股一年披露191单重大重组,半导体、AI受热捧
21世纪经济报道· 2025-09-30 11:56
Core Insights - The implementation of the "Six Merger Rules" has revitalized the A-share merger and acquisition (M&A) market, with 191 major restructuring events disclosed since September 24 last year, surpassing the total of the previous two years [2] - The total transaction value of 93 disclosed restructuring events reached 729.29 billion yuan, indicating a significant rebound compared to previous years [2] - The M&A market is increasingly characterized by strategic cooperation and vertical/horizontal integration, with over 60% of the new disclosures focusing on these areas [5] Group 1: Market Activity and Trends - The A-share M&A market has seen a notable increase in activity, driven by accelerated industry integration and the emergence of landmark cases [2] - The majority of the disclosed projects are concentrated in high-tech sectors such as semiconductors and artificial intelligence, reflecting a shift towards new production capabilities [2][6] - The number of disclosed projects related to strategic cooperation and industry integration has reached 100, accounting for over 60% of the total [5] Group 2: Regulatory and Efficiency Improvements - The efficiency of M&A review processes has significantly improved, with 73 restructuring transactions accepted by the exchanges and 30 registered during the "Six Merger Rules" period, surpassing the average levels of the previous year [9] - The average review time for registered projects in 2025 was about one month, which is shorter than the same period last year [9] - The new regulatory framework encourages listed companies to acquire unprofitable assets, with over 10 companies disclosing plans to acquire high-quality unprofitable assets [10] Group 3: Diverse Payment Methods - The use of diverse payment tools in M&A transactions has increased, moving towards a more market-oriented and flexible approach [3][11] - Innovative payment methods such as convertible bonds, M&A loans, and M&A funds have been adopted, enhancing transaction flexibility and reducing cost pressures [11] - The introduction of a phased payment mechanism for restructuring shares aims to mitigate risks associated with one-time valuations [11]
A股一年披露191单重大重组,半导体、AI受热捧
2 1 Shi Ji Jing Ji Bao Dao· 2025-09-30 11:48
Core Insights - The A-share merger and acquisition (M&A) market has seen a significant revival since the implementation of the "Six Merger Guidelines" a year ago, with 191 major restructuring events disclosed, surpassing the total from the previous two years [3][6] - The total transaction value of 93 disclosed restructuring events reached 729.29 billion yuan, indicating a notable rebound compared to previous years [3][6] - The M&A activities are primarily driven by industry consolidation, with a focus on sectors like semiconductors and artificial intelligence, reflecting a shift towards new productive forces [3][7] M&A Market Activity - A total of 191 major restructuring events were disclosed since September 24, 2022, with 158 remaining after excluding transfer transactions [3][6] - Strategic cooperation and vertical/horizontal integration accounted for over 60% of the M&A activities, with 100 out of 158 transactions falling into these categories [6] - The highest transaction value was recorded in the merger of Haiguang Information and Zhongke Shuguang, amounting to 115.97 billion yuan [6][7] Sector Focus - The M&A market is increasingly oriented towards technology and innovation, with 54 companies in the computer, communication, and electronic equipment manufacturing sectors involved, representing 23% of the total [7] - Notable activity in the semiconductor sector includes over 10 companies announcing significant M&A or equity investment plans in August alone [7][8] - The trend of acquiring IPO-bound assets is rising, with several tech companies being targeted for acquisition, indicating a strong demand for quality assets [8] Regulatory Environment - The efficiency of M&A review processes has improved significantly, with 73 transactions accepted and 30 registered during the "Six Merger Guidelines" period, surpassing previous averages [10][11] - The revised "Major Asset Restructuring Management Measures" has simplified the review process, encouraging participation from private equity funds [11][12] - The introduction of diverse payment methods, including convertible bonds and M&A loans, has enhanced transaction flexibility and reduced cost pressures for companies [12]
并购重组既要激活又需防控风险
Guo Ji Jin Rong Bao· 2025-09-30 11:25
近日,上交所对天普股份、上纬新材等波动幅度较大的股票进行了重点监控。笔者认为,这两只股票持 续无理性暴涨,或许反映出对并购重组需要强化风险防控。 据公告,上纬新材的收购人暨控股股东"智元恒岳"及其实控人核实,未来36个月内智元恒岳不存在借壳 上市的计划或安排;而天普股份的收购方中昊芯英也无资产注入计划。两家上市公司并无高科技资产注 入的信息,股价却先涨为敬。一些高科技企业不急于运作IPO上市,却在A股市场买壳,这种资本运作 逻辑也让人难以理解。 2024年9月,证监会发布的《关于深化上市公司并购重组市场改革的意见》提出六条措施,包括支持上 市公司向新质生产力方向转型升级、鼓励上市公司加强产业整合、进一步提高监管包容度、提升重组市 场交易效率、提升中介机构服务水平、依法加强监管等,旨在激活并购市场活力。然而,在现实中,市 场主体的操作模式却与"并购六条"的精神存在偏差。 例如,"并购六条"提出支持科创板、创业板(下称"两创")板块公司并购产业链上下游资产等。但在现 实中频频出现场外高科技公司并购高科技属性不强的"两创"上市公司的情况。此类并购由于没有新鲜资 产注入,只能称为并购,难以称为资产重组。而且,未来是否 ...
北交所“并购六条”后首单发股购买资产项目过会
Jing Ji Wang· 2025-09-30 08:32
Group 1 - The core viewpoint of the news is that Wuxin Tunnel Equipment plans to acquire 100% equity of Hunan China Railway Wuxin Heavy Industry Co., Ltd. and 99.9057% equity of Huaihua Xingzhong Technology Co., Ltd. for a total transaction price of approximately 2.65 billion yuan, with additional fundraising not exceeding 100 million yuan [2] - Both acquired companies, Xingzhong Technology and Wuxin Heavy Industry, are recognized as national-level specialized and innovative "little giant" enterprises, which will create effective synergy with Wuxin Tunnel Equipment's existing tunnel intelligent equipment business [2] - The completion of this transaction is expected to significantly enhance Wuxin Tunnel Equipment's revenue scale and profitability, as both Xingzhong Technology and Wuxin Heavy Industry possess competitive advantages in their respective fields, complementing the existing tunnel engineering equipment business [2] Group 2 - The acquisition case of Wuxin Tunnel Equipment is noted as the first stock issuance asset purchase project following the release of the "Six Merger Rules" by the Beijing Stock Exchange, demonstrating strong exemplary significance [3] - The successful advancement of this case reflects the policy orientation of the Beijing Stock Exchange in supporting listed companies to achieve high-quality development and optimize industrial structure through mergers and acquisitions [3] - This case provides practical reference for more companies listed on the Beijing Stock Exchange to engage in mergers and acquisitions in the future [3]
万通发展涨2.06%,成交额8.33亿元,主力资金净流出5046.09万元
Xin Lang Cai Jing· 2025-09-30 05:56
Core Viewpoint - Wantong Development's stock has shown significant volatility, with a year-to-date increase of 59.60%, but a recent decline of 8.19% over the last five trading days [1][2] Financial Performance - For the first half of 2025, Wantong Development reported revenue of 1.87 billion yuan, a year-on-year decrease of 20.50%, and a net profit attributable to shareholders of -28.04 million yuan, an increase of 64.57% compared to the previous year [2] - The company has cumulatively distributed 1.42 billion yuan in dividends since its A-share listing, with no dividends distributed in the last three years [3] Stock Market Activity - As of September 30, the stock price was 11.89 yuan per share, with a market capitalization of 22.48 billion yuan and a trading volume of 833 million yuan [1] - The stock has appeared on the "龙虎榜" (a list of stocks with significant trading activity) 16 times this year, with the most recent appearance on September 4, where it recorded a net buy of -280 million yuan [1] Shareholder Structure - As of June 30, 2025, the number of shareholders decreased by 14.40% to 58,700, while the average circulating shares per person increased by 15.22% to 32,638 shares [2] - Notable shareholders include Shenwan Hongyuan Securities Co., Ltd. as the fifth largest shareholder with 25.50 million shares, and Southern CSI Real Estate ETF as the eighth largest with 14.68 million shares [3]
广东宏大涨2.04%,成交额2.12亿元,主力资金净流入330.43万元
Xin Lang Cai Jing· 2025-09-30 03:02
Core Viewpoint - Guangdong Hongda's stock price has shown significant growth this year, with a year-to-date increase of 68.49%, despite a slight decline in the last five trading days [1][2]. Company Overview - Guangdong Hongda Holdings Group Co., Ltd. is located in Tianhe District, Guangzhou, Guangdong Province, and was established on May 14, 1988. The company was listed on June 12, 2012. Its main business involves civil explosive products, mining infrastructure stripping, overall blasting scheme design, blasting mining, mineral packaging, and transportation services [1]. - The revenue composition of Guangdong Hongda includes: open-pit mining (58.54%), industrial explosives (12.43%), underground mining (11.82%), chemical products (10.47%), detonating devices (2.68%), liquefied natural gas (2.39%), defense equipment (0.88%), and others (0.80%) [1]. Financial Performance - For the first half of 2025, Guangdong Hongda achieved an operating income of 9.15 billion yuan, representing a year-on-year growth of 65.64%. The net profit attributable to the parent company was 504 million yuan, an increase of 22.05% compared to the previous year [2]. - Since its A-share listing, Guangdong Hongda has distributed a total of 2.248 billion yuan in dividends, with 1.288 billion yuan distributed in the last three years [3]. Shareholder Information - As of September 19, 2025, Guangdong Hongda had 26,100 shareholders, a decrease of 22.89% from the previous period. The average circulating shares per person increased by 29.68% to 25,265 shares [2]. - Notable institutional holdings include: - Fortune Tianhui Growth Mixed Fund (LOF) A/B, the third-largest shareholder with 15.0008 million shares, a new entry - GF Small Cap Growth Mixed Fund (LOF) A, the eighth-largest shareholder with 7.9718 million shares, also a new entry - GF Small and Medium Cap Selected Mixed Fund A, the ninth-largest shareholder with 7.2344 million shares, which saw a decrease of 657,800 shares from the previous period - GF Innovation Upgrade Mixed Fund, the tenth-largest shareholder with 6.9013 million shares, a new entry [3].
投融资两端发力 共塑高质量发展生态——广东资本市场“9·24”一周年观察
Xin Hua Cai Jing· 2025-09-30 01:09
Group 1 - Over 250 listed companies in Guangdong have disclosed and completed industrial mergers and acquisitions exceeding 150 billion yuan, with local enterprises raising 634.375 billion yuan through domestic capital markets [1][2] - TCL Technology's acquisitions, including over 10 billion yuan for assets from LG Display and a stake in Shenzhen Huaxing Semiconductor, exemplify the trend of mergers and acquisitions driven by industrial upgrades [2] - The "merger and acquisition" policies have effectively released their potential, with over 60% of the completed mergers related to strategic emerging industries in Guangdong [2][3] Group 2 - The computer, communication, and other electronic equipment manufacturing sector in Guangdong has seen 225 listed companies achieve a revenue of 1.1 trillion yuan and a net profit of 49.176 billion yuan, marking year-on-year growth of 19.6% and 15.5% respectively [3] - Capital expenditures in the computer, communication, and other electronic equipment manufacturing industry reached 69.42 billion yuan in the first half of 2025, a year-on-year increase of 22.3% [3] - The stable and active capital market has become the main platform for direct financing for Guangdong enterprises, with a total of 634.375 billion yuan raised through domestic capital markets, a year-on-year increase of 12.91% [3][4] Group 3 - The total market value of listed companies in Guangdong reached 17.6 trillion yuan, a 26.2% increase from the beginning of the year, with manufacturing companies' overseas revenue growing by 16.2% [4] - In the first half of 2025, listed companies in Guangdong reported a revenue and net profit growth of 6.3% and 2.63%, respectively, reaching 5.14 trillion yuan and 400.116 billion yuan [4] - The Guangdong Securities Regulatory Commission has initiated actions to enhance the quality, market value, and image of listed companies, focusing on improving operational performance and investment quality [4][5] Group 4 - By the end of August, 740 listed companies in Guangdong saw their market value increase, with 30 companies exceeding a market value of 100 billion yuan [5] - Listed companies in Guangdong disclosed a total of 158.9 billion yuan in R&D expenses in the first half of 2025, an 11.6% increase year-on-year, with R&D expenses accounting for 3.7% of revenue [5] - Cash dividends from 297 listed companies reached 110.7 billion yuan by the end of August, surpassing the total for the previous year [5] Group 5 - The establishment of the E Fund Wealth Management Company in Guangzhou marks a significant step in developing the "big investment advisory" model, focusing on comprehensive wealth management solutions [6][7] - The Guangzhou Investment Advisory Academy has conducted 31 training sessions, covering 1,707 professionals and enhancing the capabilities of various financial institutions [7] - By the end of August, over 80% of clients using fund advisory services in Guangzhou were profitable, indicating the effectiveness of these services in promoting long-term rational investment [8]
“9·24”新政一周年 新旧动能转型提速
Zhong Guo Qing Nian Bao· 2025-09-29 20:38
在政策的东风之下,并购重组很活跃。其目的是鼓励并购重组服务新质生产力发展、科技创新,支持新 旧动能转型。 --------------- 曾亲历金融监管发展的原银保监会副主席陈文辉近一年多次为股权投资基金发声。 去年"9·24"新政后,他在出席一场全球财富管理论坛时说,股权投资基金助力我国企业完成海外并购。 当时他以调研中发现的企业"SHEIN(希音)"为例,分析股权投资基金如何全周期培育跨境电商出口平 台,为我国中小制造企业集群"走出去"搭建渠道。 最近这些天,陈文辉又有了新案例:中国第一汽车股份有限公司通过增资和股权收购的方式,获得卓驭 科技35.80%的股权,成为其第一大股东。 "中国一汽通过CVC(企业风险投资)布局自动驾驶赛道,最终实现股权收购与产业转型。"在9月26日 举行的2025·青岛创投风投大会上,陈文辉强调,金融对于整个经济社会的发展非常重要,但不同时期 金融服务的形式有所不同。"当下要推动新质生产力发展,股权投资基金这一金融服务形式起到越来越 重要的作用。" 今年也是"9·24"新政一周年,彼时推出的一揽子金融支持政策,如创设支持资本市场的货币政策工具、 中长期资金入市政策、并购六条等, ...
海联讯吸收合并杭汽轮B事项获证监会批复
Zheng Quan Ri Bao· 2025-09-29 16:41
Core Viewpoint - The approval of the merger between Hangzhou Qilun Power Group Co., Ltd. (Hangzhou Qilun B) and Hangzhou Hailianxun Technology Co., Ltd. marks a significant step towards Hangzhou Qilun B's return to the A-share market, indicating a positive trend in capital market reforms and industry integration [2][3]. Group 1: Merger Details - The China Securities Regulatory Commission has granted approval for Hailianxun to absorb and merge with Hangzhou Qilun B by issuing 1.175 billion new A-shares as consideration for the merger [2]. - Upon completion of the merger, Hangzhou Qilun B's legal status will be canceled, and all its assets, liabilities, business, personnel, and rights will be inherited by Hailianxun [2]. - The merger is valid for 12 months from the date of the approval [2]. Group 2: Industry and Business Implications - The merger is expected to enhance the traditional industrial turbine business through improved monitoring and energy management capabilities, driven by the integration of communication and information technology [2]. - The merger aligns with the "dual carbon" goals and the trend of intelligent manufacturing, suggesting significant potential for industry integration [2]. Group 3: Financial and Governance Aspects - The transition to the A-share market is crucial for Hangzhou Qilun B to alleviate long-term financing constraints, providing better funding support for technological upgrades and capacity expansion [4][5]. - The merger will reshape the company's governance structure and capital operation space, enhancing asset quality and operational efficiency [5]. - The share exchange method ensures that existing shareholders can smoothly transition to become shareholders of the merged entity, allowing them to benefit from the synergies and capital operations post-merger [5].
北交所“并购六条”后首单发股购买资产项目获通过
Zheng Quan Ri Bao· 2025-09-29 16:22
Core Insights - The Beijing Stock Exchange (BSE) approved the asset acquisition and fundraising plan of Hunan Wuxin Tunnel Intelligent Equipment Co., Ltd. (Wuxin Tunnel), marking the first stock issuance for asset acquisition project following the release of the "Six Merger Guidelines" [1][2] - The transaction involves the acquisition of two companies, Xingzhong Technology and Wuxin Heavy Industry, which will significantly enhance Wuxin Tunnel's revenue scale and profitability [1] - The deal is expected to improve Wuxin Tunnel's comprehensive service capabilities in the infrastructure engineering sector through technology sharing and supply chain integration, thereby reducing operational costs and enhancing overall competitiveness and brand value [1] Industry Trends - The release of the "Six Merger Guidelines" has led to increased activity in the merger and acquisition market, with more projects emerging on the BSE [2] - The successful approval of the Wuxin Tunnel project is anticipated to serve as a demonstration effect for subsequent high-quality merger and acquisition projects [2] - As the number and quality of listed companies on the BSE increase, the demand for companies to grow stronger through mergers and acquisitions is expected to gradually emerge [2]