"Science and Technology Innovation Board**" on January 10 (reporter Wu Xuguang).On the evening of January 8, Puyuan Varitronix announced that it intends to issue shares to purchase 677419% equity and raise matching funds.
On the evening of January 8, Puyuan Varitronix also announced that it intends to acquire Naisi Electronics 32 in cash2581% equity interest, with a total consideration of 12 billion yuan.
In other words,The acquisition of Nash Electronics by Puyuan Varitronix intends to complete 100% control of Nash Electronics through a "two-step" approach of cash acquisition and issuance of shares to purchase assets.
Economist Song Qinghui told the reporter of "Science and Technology Innovation Board", "the cash acquisition method is simple to value, which can reduce the decision-making time for the acquisition of Puyuan Varitronix, avoid missing the best acquisition opportunity, and can quickly obtain a large amount of cash for the target company, which is conducive to its development."The advantage of equity payment is that it can reduce the financial pressure on RITRONIX of the M&A transaction, because the company does not need to raise a large amount of cash or loans to pay for the transaction. ”
For the above-mentioned acquisitions, the reporter of the "Science and Technology Innovation Board" called the ** department of Puyuan Varitronix on January 9, and the person from the secretary of the board of directors saidThe company's acquisition mainly focuses on the system solution capabilities of Endome Electronics in cutting-edge applications such as quantum information, radio astronomy, and microwave communication, which is expected to help the company realize the transformation and upgrading from hardware to overall solutionsIn addition, for downstream market segments such as scientific research institutes where Varitronix is located, products such as the DS80000 series 13GHz oscilloscope can be quickly introduced to increase the company's market share among these research institution customers.
In the view of market analysts, Varitronix has a certain competitive advantage in the field of digital oscilloscopes in China, and the company's shortcomings in RF products, waveform generators and other product sectors can be strengthened through mergers and acquisitions.
According to the data, Nai Shu Electronics focuses on the research and development and application of intelligent array systems, and provides professional electronic measurement equipment and system solutions for remote sensing detection, quantum information, radio astronomy, microwave communication and other fields.
From 2022 to 2023, the operating income of Resist Electronics will be 1767550,000 yuan, 5196150,000 yuan;The net profit for the same period was 410950,000 and 1904970,000 yuan;During the same period, the debt ratio of Resistant Electronics was 7031% and 3571%。
For Puyuan Varitronix, it intends to acquire Withstand Electronics 322581% of the equity, the counterparty Wu Qiongzhi, Sun Lin, Sun Ningxiao and other 7 people promised to Puyuan Varitronix that the target company in 2024, 2025, and 2026, the cumulative non-net profit deduction for three years will not be less than 87 million yuan, and the target company will achieve a deduction of non-net profit of not less than 15 million yuan every year during the performance commitment period.
After this transaction, the listed company will form a positive complementary relationship with Nathane Electronics in specific industries such as remote sensing detection, quantum information, radio astronomy, and microwave communications. Puyuan Varitronix said.
Some market analysts have expressed concern. Song Qinghui said that the current global economy is in a downward cycle, and the demand for downstream communications and semiconductor markets is under pressure, and this stage may not be the best time to expand.
Varitronix focuses on the general electronic test and measurement instrument industry, and its main products belong to electronic test and measurement instruments and equipment. In the first three quarters of 2023, Varitronix achieved revenue of 47.3 billion yuan, a year-on-year increase of 14%;The net profit attributable to the parent company was 68.06 million yuan, a year-on-year increase of 36%. Among them, the revenue in a single quarter in the third quarter of 2023 is 16.2 billion yuan, an increase of 5 percent year-on-year83%, and the net profit attributable to the parent company was 02.2 billion yuan, a year-on-year increase of 199%, the growth rate has slowed down.
Talking about the impact of this transaction on the financial status of the listed company, Puyuan Varitronix said that in view of the fact that the audit and evaluation work related to the transaction has not been finalized, and it is not yet possible to conduct an accurate quantitative analysis of the financial status and profitability of the listed company after the completion of the transaction, the company will calculate and disclose the relevant impact in detail in the restructuring report after the completion of the relevant audit and evaluation work.
In the acquisition plan, Varitronix reminded that there was an integration risk in this acquisition. After the completion of this transaction, Naeshu Electronics will become a holding subsidiary of Varitronix, due to the difference in management methods, it is not excluded that it will be difficult for both parties to achieve the goal of efficient integration after the completion of the transaction.
As of January 9**, Puyuan Varitronix closed at 4098 yuan shares,**659% with a turnover of 15 billion yuan, with a turnover rate of 614%, with a total market capitalization of 758.6 billion yuan.