The performance commitment behind the fog of Furi Electronics M&A is questioned

[Wen/Wang Cairong] Although the acquisition can attract secondary market attention in the short term, in the long run, it still has to speak with performance. In the future, in the field of LED lighting, Furi Electronics is still weak and the prospects are unpredictable.

Furi Electronics (600203.SH), which has been struggling for 13 years in the LED quagmire, has been active for nearly half a year, and continues to increase the layout of its LED business. It seems that there is no tendency to hit the South Wall.

In fact, in the one year of the IPO lockout in 2013, the A-share mergers and acquisitions were in a blowout situation, but there is no coincidence. The target of mergers and acquisitions always caters to the hot spots in the secondary market, especially the LED industry, which is strongly supported by the policy. It was pushed to the peak of valuation.

According to the previous increase plan issued by Furi Electronics, it is planned to raise 278 million yuan, of which 92.8% of the shares of Mairui Optoelectronics will be acquired for 195 million yuan. The net assets of the company is 53.858 million yuan. According to this calculation, the acquisition premium is as high as 290%.

It should not be overlooked that behind the high valuation premium mergers and acquisitions, there are often high performance commitments. In the “Equity Transfer Agreement” signed by Mairui Optoelectronics and Furi Electronics, Mairui Optoelectronics has promised that after the completion of the transaction, the consolidated financial statements for the three years of 2013-2015 will be attributable to the net profit of the parent company (excluding non- Recurring profit and loss) not less than 30 million yuan, 35 million yuan and 39 million yuan respectively; the three annual consolidated statements attributable to the parent company's net profit (net of non-recurring gains and losses) total not less than 12,000 Ten thousand yuan.

“In the first half of 2013, the profit of Mairui Optoelectronics was only over 10 million. It is almost impossible to achieve a net profit of 20 million yuan in the second half of the year. Especially in the current slowdown of the LED display market, the follow-up competition will be More and more fierce, the market capacity is limited." Shenzhen, a LED display company CEO told reporters.

A broker said to reporters that if profit adjustment is used, it is not impossible for the target company to complete the performance indicator within the three-year commitment period. However, after the compensation commitment period, the performance is likely to turn sharply. By.

Before being acquired, Mairui Optoelectronics had entered the listing counseling period, but it was extremely lacking in funds, and it was stopped by the IPO. It is understood that as of the end of June 2013, Mai Rui Optoelectronics' asset-liability ratio was as high as 81.75%.

“Actually, during the IPO closure last year, M&A has become one of the main ways for many PE projects to be launched, and the acquisition of hot assets is becoming a common practice for some listed companies seeking market value growth.” The above-mentioned brokers said that listed companies At the cost of buying and selling, planning for industrial transformation, but it is also possible to use this speculation to push up the stock price. Of course, it is not excluded that a large number of listed company's major shareholders carefully packaged the "story" of the integrated industry chain, taking the opportunity to reduce cash.

For Furi Electronics, the acquisition of Mairui Opto can attract the attention of investors in the secondary market in the short term, but in the long run, it still has to speak with performance. In addition, LED display and LED lighting are two completely different concepts. Mairui Optoelectronics can make up for its shortcomings in the LED display business, but in the future, LED lighting is more promising. Weak, the prospects are unpredictable.

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