30, Fengfan announced its intention to terminate the acquisition of 51% of Beijing Yanling Jiaye Intelligent Technology Co., Ltd. (Hereinafter referred to as "Yanling Jiaye").
However, Fengfan shares said that the above termination matters still need to be submitted to the board of directors of the company for consideration, and still need to sign an agreement with Yanling Jiaye to terminate the transaction. If Fengfan shares eventually unilaterally terminate the transaction and the parties to the transaction have not reached an agreement on the specific terms of the termination agreement, the company has the legal risk of assuming the relevant liability for breach of contract.
Digital New Energy DataBM. Com noted that it was only four days from the announcement of the acquisition of Fengfan shares to the announcement of the termination.
As for the reasons for the sudden announcement of termination, Fengfan shares explained in the announcement, simply speaking, the company believes that the conditions for the implementation of the transaction are not yet fully mature, and intends to decide to terminate the transaction. Why did Fengfan shares suddenly feel that the conditions for the acquisition of Yanling Jiaye were not ripe in
just four days? According to the company's explanation in the announcement, it may be due to the four "soul torture" of the Shanghai Stock Exchange. On the evening of January
26, Fengfan announced that it planned to acquire 51% of Yanling Jiaye with its own and self-financing funds of 382.5 million yuan (about 383 million yuan), with a premium rate of 249.77%.
In the face of such a high premium, Fengfan shares insisted on promoting the acquisition, saying in the announcement at that time: "In order to promote the transformation of enterprises from traditional manufacturing to high-end intelligent manufacturing, the company urgently needs to introduce industrial chain resources with strong synergistic effect.". As an industrial automation system integrator, Yanling Jiaye has leading technical strength and independent intellectual property rights in the field of explosion-proof intelligent equipment (with more than 100 patents).
However, the Shanghai Stock Exchange quickly issued a letter of inquiry on the same day. Fengfan shares are required to explain the purpose of the transaction, the performance commitment and financial status of the target, the rationality of the valuation, the payment arrangement and the counterparty of the transaction (for details, please click: Photovoltaic Discount Halberd Crossing the Border Again! Jiangsu Photovoltaic Enterprises' 383 Million yuan Acquisition Was Urgently Asked by the Shanghai Stock Exchange! )。
Four years ago, Fengfan shares also entered the photovoltaic industry at a high premium. In July 2022, Fengfan announced its intention to purchase 100% of Jingying Optoelectronics by issuing shares and paying cash. In the follow-up, Fengfan shares suddenly changed its acquisition plan and planned to acquire the above assets with 960 million yuan in cash, with a premium rate of 269.66% .
At that time, Fengfan shares were also pursued by the Shanghai Stock Exchange, and eventually the company successfully completed the transaction. In July 2023, Jingying Optoelectronics was incorporated into Fengfan Shares. Fengfan shares have also formally entered the photovoltaic industry.
Originally thought to be a "light chaser", the company's performance will be as "brilliant" as the sun, but the fact is that Jingying Optoelectronics has become the "lagging" existence of Fengfan shares.
According to the 2025 performance forecast, the company's net profit is expected to lose 320-380 million yuan, which is the company 's first loss in nearly five years (since 2020).
For the loss of performance, Fengfan shares are attributed to the photovoltaic business , "the company's photovoltaic business is facing the pressure of overcapacity and downward price." It is estimated that there will be a goodwill impairment of about 338.98 million yuan in the whole year.
Perhaps because of the lesson of Jingying Optoelectronics, Fengfan shares became more cautious about the acquisition of Yanling Jiaye after being questioned by the Shanghai Stock Exchange, and finally chose to press the "pause button" on the transaction.
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