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*ST宇顺保壳压力下孤注一掷 33亿元现金收购的标的只有单一客户
Xin Lang Zheng Quan· 2025-07-16 08:25
Core Viewpoint - *ST Yushun is attempting a major restructuring to reverse its poor performance, but the plan is fraught with concerns regarding its urgent need to avoid delisting, the heavy reliance on a single customer by the target companies, and the questionable sources of funding for the acquisition [1][2][4] Group 1: Company Performance - The financial performance of *ST Yushun has been dismal, with revenues of 135 million yuan, 155 million yuan, and 220 million yuan from 2022 to 2024, and corresponding net profits of -25.48 million yuan, 0.96 million yuan, and -17.57 million yuan [2] - The company faces the risk of being classified as ST or even delisted if it continues to incur losses, making the restructuring a critical last hope for survival [2] Group 2: Acquisition Concerns - The target companies for acquisition, including Zhong'en Cloud Technology and Shenhui Biyuan, rely solely on a single client, referred to as Internet Client A, for their revenue [3] - The contract with Internet Client A is locked for the first six years until 2030, but after that, the client can terminate the agreement with a 90-day notice, posing a significant risk to the target companies' financial stability [3] Group 3: Funding Issues - *ST Yushun plans to pay 3.35 billion yuan in cash to acquire 100% of the target companies, but its cash reserves are only about 14.5 million yuan, making the acquisition financially unrealistic [4] - The company claims it will source funds through loans from its controlling shareholder and self-raised funds, but the controlling shareholder's financial situation is precarious, with a net asset value of -1.4829 million yuan and zero revenue for 2024 [4]
*ST宇顺加速业务转型 拟切入数据中心领域
2024年面对二级市场股价不稳的形势,*ST宇顺控股股东上海奉望在当年5月公布了增持计划,在相关 法规允许的范围内,顶格增持,并在承诺期限内增持完毕。 经过大股东和管理层的努力,2024年年报披露后,*ST宇顺6月26日公告称,公司股票交易自2025年6月 27日起撤销其他风险警示,但仍继续实施退市风险警示,股票简称仍为"*ST宇顺",证券代码仍 为"002289"。 *ST宇顺表示,2025年为了进一步提升上市公司资产质量和盈利能力,实现可持续发展,管理层推进收 购数据中心业务,并于2025年7月公布了重大资产购买报告书(草案)。*ST宇顺进一步指出,控股股东自 接管公司以来,持续为公司提供资金支持,关于本次收购,也承诺为公司提供资金支持。重大资产购买 报告书(草案)显示,资金来源为控股股东借款、上市公司自有资金或自筹资金。 交易完成后,*ST宇顺将形成数据中心基础设施服务、液晶显示屏相关产品及仪器仪表、配电设备的多 元化业务布局。*ST宇顺认为,通过多元化布局,公司能够分散经营风险,进入发展前景广阔的数据中 心市场,进一步扩展公司未来的增长空间,提高公司的盈利能力。 随着《上市公司重大资产重组管理办法》修 ...
凭单一客户支撑起33.5亿元收购 *ST宇顺豪赌数据中心赛道
Mei Ri Jing Ji Xin Wen· 2025-07-15 08:43
Core Viewpoint - *ST Yushun plans to acquire 100% equity of three companies for a total cash payment of 3.35 billion yuan, aiming to enter the rapidly growing data center market and diversify its business amidst current losses [1][2]. Group 1: Acquisition Details - The acquisition involves purchasing 100% equity of Zhong'en Cloud Technology, Shenhui Biyuan, and Zhong'en Cloud Information, which focus on developing and operating large-scale, high-performance data centers [2]. - The funding for the acquisition will come from loans from the controlling shareholder, the company's own funds, or self-raised funds [1]. Group 2: Financial Performance - The target companies reported revenues of 735 million yuan, 815 million yuan, and 218 million yuan for the years 2023, 2024, and the first quarter of 2025, respectively, with net profits of 94.78 million yuan, 173 million yuan, and 44.91 million yuan [2]. - *ST Yushun's revenue for 2022 to 2024 was 135 million yuan, 155 million yuan, and 220 million yuan, with net losses of 25.48 million yuan, 964,400 yuan, and 17.57 million yuan, respectively [3]. Group 3: Risks and Concerns - The target companies rely heavily on a single client, referred to as Internet Client A, which poses a risk if the client terminates or does not renew the contract [4][5]. - The acquisition will significantly increase *ST Yushun's goodwill from 33.12 million yuan to 2.514 billion yuan, raising the goodwill to total asset ratio from 8.18% to 41.53%, which may lead to impairment risks if performance does not meet expectations [3]. Group 4: Market Position and Strategy - The company aims to diversify its business into data center infrastructure services, LCD-related products, and distribution equipment, which could mitigate operational risks and enhance future growth potential [2]. - Despite the high customer concentration, *ST Yushun believes that the nature of the wholesale data center industry and the difficulty of client relocation will not adversely affect the target companies' ongoing operations [5].
*ST宇顺豪掷33.5亿,“蛇吞象”三家数据中心
Group 1 - The core point of the news is that *ST Yushun plans to acquire 100% equity of three companies for a total consideration of 3.35 billion yuan, aiming to diversify its business into the data center market and improve profitability [1][2] - The three target companies operate a wholesale data center and currently manage approximately 8,000 cabinets, with a high customer concentration relying on a single internet client [2] - If the acquisition is completed, *ST Yushun's revenue is expected to exceed 1 billion yuan, and net profit is projected to turn positive, contrasting with its historical negative net profit [2] Group 2 - The funding for the acquisition will come from loans from the controlling shareholder, self-owned funds, or self-raised funds, although the controlling shareholder has a negative net asset value [1] - Since the announcement of the acquisition plan on April 22, *ST Yushun's stock price has increased by over 160%, but it fell by more than 4% following the release of the acquisition draft [1] - The latest performance forecast indicates that *ST Yushun expects a net profit loss of 4.1865 million yuan in the first half of 2025, although this represents a significant narrowing of losses compared to previous periods [2]
*ST宇顺: 浙商证券股份有限公司关于深圳市宇顺电子股份有限公司重大资产购买之独立财务顾问报告
Zheng Quan Zhi Xing· 2025-07-14 16:25
Core Viewpoint - The report outlines the independent financial advisory assessment of Shenzhen Yushun Electronics Co., Ltd.'s major asset acquisition, emphasizing the transaction's legality, compliance, and potential benefits for shareholders [1][2][3]. Group 1: Transaction Overview - The transaction involves cash payments for the acquisition of 100% equity in three companies: Zhong'en Cloud Technology, Beijing Shenhui Biyuan Cloud Computing Technology, and Zhong'en Cloud Information [10][11]. - The transaction price is set at 335 million yuan for Zhong'en Cloud Technology, with an expected increase in the company's operational scale and profitability post-acquisition [11][12]. Group 2: Financial Impact - Post-transaction, the total assets of the listed company are projected to increase from 40.5 billion yuan to approximately 605.4 billion yuan, while total liabilities will rise from 15.5 billion yuan to about 554.3 billion yuan [13]. - The net profit is expected to surge from 296 million yuan to approximately 4.79 billion yuan, indicating a significant enhancement in the company's financial performance [13][14]. Group 3: Corporate Governance and Compliance - The company has committed to strict adherence to legal and regulatory requirements throughout the transaction process, ensuring transparency and fairness in the pricing and execution of the acquisition [17][18]. - Measures will be implemented to protect the rights of minority shareholders, including fair disclosure of information and opportunities for shareholder participation in decision-making [20][22]. Group 4: Future Prospects - The acquisition is anticipated to diversify the company's business into data center infrastructure services, enhancing growth potential and reducing operational risks [12][14]. - The transaction is expected to strengthen the company's market position in the software and information technology services sector, aligning with industry trends towards digital transformation [11][12].
*ST宇顺: 浙商证券股份有限公司关于本次交易符合《上市公司重大资产重组管理办法》第十一条规定的核查意见
Zheng Quan Zhi Xing· 2025-07-14 16:25
Core Viewpoint - The transaction involves the cash acquisition of 100% equity in three companies by Shenzhen Yushun Electronics Co., Ltd., and it complies with the relevant regulations of the Major Asset Restructuring Management Measures for Listed Companies [2][9]. Compliance with National Policies - The transaction aligns with national industrial policies as the target companies provide data center infrastructure services to large internet companies, which are not classified as restricted or eliminated industries [2]. - The transaction adheres to laws and regulations regarding environmental protection, land management, anti-monopoly, foreign investment, and outbound investment, with no significant violations reported [2][3]. Stock Listing Conditions - The transaction will not affect the stock structure or total equity of the listed company, ensuring compliance with the stock listing conditions as per the Securities Law and Shenzhen Stock Exchange rules [3][4]. Fair Asset Pricing - The asset pricing for the transaction is fair and based on evaluations from independent asset appraisal institutions, ensuring no harm to the rights and interests of the listed company and its shareholders [4][5]. Clear Asset Ownership - The ownership of the assets involved in the transaction is clear, with no legal obstacles to the transfer of assets, and the handling of related debts is lawful [5][6]. Enhancement of Operational Capability - The transaction is expected to enhance the listed company's operational capabilities by adding a data center business, improving asset quality, and ensuring long-term stable development [6][7]. Independence from Actual Controllers - The transaction maintains the independence of the listed company from its actual controllers and related parties in various aspects, complying with the relevant regulations of the China Securities Regulatory Commission [7][8]. Governance Structure - The transaction will not significantly alter the existing governance structure of the listed company, which is already compliant with the Company Law and Securities Law, and will further enhance governance practices [8][9].
并购松绑 多只ST股大涨 上周超过27只ST股涨幅逾10%
Shen Zhen Shang Bao· 2025-05-26 17:13
Group 1 - The core viewpoint of the news is that the relaxation of merger and acquisition regulations has led to increased activity in restructuring among ST-listed companies, with several companies announcing restructuring plans [1][2] - The China Securities Regulatory Commission (CSRC) released the revised "Major Asset Restructuring Management Measures," which simplifies the review process and enhances regulatory flexibility, thereby encouraging mergers and acquisitions in the A-share market [1][2] - ST stocks have seen significant gains, with over 27 ST stocks rising more than 10% last week, and some stocks like *ST SAILONG and *ST YUSHUN experiencing gains exceeding 20% [1] Group 2 - *ST YUSHUN is in the process of conducting due diligence, auditing, and evaluation for its major asset restructuring, which is a critical step in the merger process [2][3] - The company plans to acquire 100% equity of three data technology firms, which provide data center infrastructure services to large internet companies [3] - The exclusivity period for *ST YUSHUN's restructuring plan is set until June 30, indicating potential substantial progress in the coming month [3]
复牌再度涨停!*ST宇顺股价异动引深交所关注
Jing Ji Guan Cha Wang· 2025-05-26 02:47
Core Viewpoint - *ST Yushun's stock price has experienced significant volatility, with a notable increase of 204.18% from March 31 to May 20, 2025, leading to a trading suspension for verification of stock price fluctuations [1][2]. Group 1: Stock Performance and Trading Suspension - On May 26, 2025, *ST Yushun's stock reached a limit up at 15.27 CNY per share, with a total market capitalization of 4.279 billion CNY [1]. - The stock price surged from 4.51 CNY to 14.54 CNY between March 31 and May 20, 2025, with 22 limit up days recorded in 25 trading days from April 10 to May 20 [1]. - The company announced a trading suspension starting May 21, 2025, pending the completion of an internal review regarding stock price fluctuations, which was expected to last no more than three trading days [1]. Group 2: Major Asset Restructuring - *ST Yushun is pursuing a significant asset restructuring by planning to acquire 100% equity of three companies involved in data center infrastructure services, which will position it as an AI concept stock [2]. - The acquisition is expected to enhance *ST Yushun's capabilities in the data center sector, as the target companies currently operate approximately 8,000 server cabinets [2]. - The transaction is still in the planning stage, and various factors may affect the terms of the deal as negotiations progress [2]. Group 3: Financial Performance and Risks - In 2024, *ST Yushun reported an operating revenue of 220 million CNY and a net loss attributable to shareholders of 17.575 million CNY, triggering a delisting risk warning from the Shenzhen Stock Exchange [3]. - For Q1 2025, the company recorded an operating revenue of 45.727 million CNY and a net profit of 1.145 million CNY, indicating a slight improvement [4]. - The stock's recent volatility has drawn scrutiny from the Shenzhen Stock Exchange, which has implemented self-regulatory measures in response to abnormal trading behaviors [4].
并购新规松绑,ST板块重组风云引资金热炒
Di Yi Cai Jing· 2025-05-25 13:42
Core Viewpoint - The recent relaxation of policies regarding mergers and acquisitions (M&A) has led to a surge in trading activity within the ST (Special Treatment) sector, with over 27 stocks rising more than 10% in a week due to speculation around restructuring opportunities [1][2] Group 1: Policy Changes and Market Reactions - The China Securities Regulatory Commission (CSRC) has introduced the "Major Asset Restructuring Management Measures," which simplifies review processes and enhances regulatory tolerance, thereby providing greater development space for M&A activities [2] - Following the policy changes, the Wind restructuring index rose by 3.21%, reaching its highest point since December 2024 [2] - The ST sector has seen significant stock price increases, with individual stocks like *ST Sailong and *ST Energy rising over 20% in a short period [2] Group 2: Specific Company Developments - Three ST companies, ST United, *ST Yushun, and *ST Huawang, have announced restructuring plans, indicating a notable increase in activity compared to previous years [5][6] - *ST Yushun has made progress in its restructuring efforts, engaging in due diligence and evaluations, with the potential to become the first successful ST restructuring in 2025 [6][7] - *ST Nanzhi and *ST Hengjiu have also announced restructuring plans, with *ST Hengjiu's stock rising significantly despite its poor financial health [3][4][6] Group 3: Market Dynamics and Investor Behavior - The rapid increase in stock prices for ST companies is largely driven by speculative trading rather than substantial restructuring announcements, with many companies only providing updates on previously announced plans [3][4] - The ST sector's characteristics, such as low market capitalization and simple ownership structures, make it an attractive target for M&A activities [2] - Concerns have been raised about the potential for "pseudo-restructuring" and speculative trading that could harm small investors, as some companies may not have the financial stability to support meaningful restructuring [4]
*ST宇顺: 关于筹划重大资产重组的进展公告
Zheng Quan Zhi Xing· 2025-05-25 08:11
Transaction Overview - Shenzhen Yushun Electronics Co., Ltd. plans to acquire 100% equity of three companies under Olive Ida Limited to enhance asset quality and profitability, which constitutes a major asset restructuring as per regulations [1] - The acquisition will not be classified as a related party transaction, and the target companies will become subsidiaries of the company upon completion [1] Transaction Progress - The company is actively progressing with the major asset restructuring, having engaged qualified intermediaries and conducting due diligence, audits, and evaluations on the target companies [2] - Ongoing discussions and negotiations are taking place regarding core issues of the transaction, with plans to convene a board meeting for further approvals once the necessary work is completed [2] Financial Position - As of March 31, 2025, the company reported a cash balance of 14.5007 million and total liabilities of 154.5011 million, indicating a need for sufficient funding to complete the transaction [3] Risks Related to Target Companies - The target companies face risks associated with macroeconomic fluctuations that could impact demand for data center services [4] - Changes in national industrial policies could affect the operational environment and competitiveness of the target companies [4] - High customer concentration poses a risk, as significant changes in major clients' operations could adversely affect the target companies' performance [5]