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财说| 一桩“蛇吞象”交易让股价六天上涨93%,慧博云通被高估
Xin Lang Cai Jing· 2025-05-26 23:06
Core Viewpoint - The acquisition of 67.91% stake in Baode Computer by Huibo Yuntong has sparked market enthusiasm, leading to a significant stock price increase, but underlying risks are accumulating rapidly [1][2]. Group 1: Financial Performance - Huibo Yuntong's projected revenue for 2024 is 1.743 billion yuan, while Baode Computer's revenue for the same period is expected to reach 10.01 billion yuan [1]. - Baode Computer's revenue for 2023 and 2024 is reported at 9.27 billion yuan and 10.01 billion yuan, respectively, with net profits of 200 million yuan and 235 million yuan, indicating low net profit margins of 2.16% and 2.35% [2][3]. - Huibo Yuntong's net profit margin has decreased from 9.63% in 2020 to 4.04% in 2024, with non-deductible net profits fluctuating between 60 million yuan and 79 million yuan [2]. Group 2: Acquisition Details - The acquisition is characterized as a "snake swallowing an elephant" transaction, with Huibo Yuntong's stock price experiencing a 93% increase over six trading days following the announcement [1]. - The acquisition does not include 32.09% of Baode Computer's shares held by its controlling shareholder, which may complicate future integration efforts [4]. - The estimated valuation of Baode Computer ranges from 5 billion yuan to 7 billion yuan, with corresponding transaction prices for Huibo Yuntong's 67.91% stake estimated at 3.396 billion yuan, 4.075 billion yuan, and 4.754 billion yuan [6][7]. Group 3: Compliance and Risks - Baode Computer has compliance issues, including special clauses in agreements with external investors and potential regulatory scrutiny due to past actions of former executives [4][5]. - The company has a high debt ratio, with liabilities reaching 61.5% and 71.36% at the end of 2023 and 2024, respectively [2]. - Two shareholders of Baode Computer have frozen equity amounts of 16.8 million yuan and 52.753 million yuan, which were not disclosed in the acquisition announcement [4][5]. Group 4: Market Valuation - Based on comparable companies, Baode Computer's estimated market value could be 7.47 billion yuan based on a static price-earnings ratio of 31.8 times [6]. - After the acquisition, Huibo Yuntong's static price-earnings ratio could reach 132.7 times, significantly exceeding that of comparable companies [9].