"Science and Technology Innovation Board Daily" on October 21 (Reporter Chen Mei) Shanghai industrial robot unicorn is about to be merged.

A few days ago, Shanghai Electric (601727) announced that it intends to acquire 100% of the shares of Shanghai Ningsheng Industrial Co., Ltd. (hereinafter referred to as Ningsheng Industrial) from the controlling shareholder Shanghai Electric Group in cash, with a transaction price of 3.082 billion yuan.

The reporter of "Science and Technology Innovation Board Daily" noticed that the core asset of Ningsheng Industry is Shanghai Fanuc Robot Co., Ltd. (hereinafter referred to as Shanghai Fanuc), which is backed by Fanuc Robot, which is one of the world's "four major families of industrial robots" and a veritable industry unicorn

Shanghai Electric "shot" industrial robots

According to the data of the Venture Capital Connect of the Financial Associated Press, Shanghai Fanuc was established in 1997 and is a joint investment company of Fanuc and Shanghai Electric Group. The core team of the company is Yoshiji Inaba, the founder of Fanuc Robot, and Qian Hui, general manager of Shanghai Fanuc.

According to his resume, Qian Hui was born in 1969 and holds a doctorate degree in mechanical manufacturing and automation from Shanghai University, and is a senior engineer. He is currently the general manager of Shanghai Fanuc Robot Co., Ltd., the vice president of Shanghai Robot Industry Association, the vice chairman of China Robot Industry Alliance, and the vice chairman of Shanghai Robotics Society.

As one of the "four major families of industrial robots", Fanuc is one of the robot companies in Shanghai.

In 2020, Shanghai Robot Industrial Park was listed as one of the 26 characteristic industrial parks in Shanghai by the Shanghai Municipal Commission of Economy and Information Technology, and the first and second phases of Shanghai Fanuc factories are located here. The first and second phases of the plant were completed in 2010 and 2014 respectively, with a total investment of 1.58 billion yuan, making it the world's largest robot base of Fanuc Group after Japan.

The third phase of the Shanghai Fanuc project also started in 2020 and was announced to be fully completed and put into operation in November 2023, with an estimated annual output value of 10 billion yuan.

The general manager of Shanghai Robot Industrial Park once said that the park has gathered more than 240 upstream and downstream enterprises of robots, including material suppliers, core component manufacturers, core processing enterprises, sensor suppliers, etc., and initially formed a characteristic industrial cluster of "leading enterprises leading + small and medium-sized enterprises symbiosis".

According to Shanghai Electric's disclosure, from 2020 to 2022, Shanghai Nafake achieved net profits of 330 million yuan, 789 million yuan and 1.332 billion yuan respectively, and its performance declined in 2023 and the first half of 2024, with 1.05 billion yuan and 360 million yuan respectively.

The acquired Ningsheng Industrial had a net profit of 3.09 billion yuan in the first half of the year, with an appraised value of 3.28 billion yuan and an appreciation of 191 million yuan and an appreciation rate of 6.2% according to the asset-based method.

It is worth mentioning that in the development of new quality productivity, in March this year, Chen Jining, secretary of the Shanghai Municipal Party Committee, went to Shanghai Fanuc Robot Co., Ltd. and other enterprises to visit and investigate around the implementation of the spirit of the National People's Congress and the National People's Congress and the implementation of the "service package" system for key enterprises.

Chen Jining said in the survey that it is necessary to seize the opportunities of digitalization, intelligence and greening, give full play to the leading role of chain owners, accelerate the establishment of a high-standard green and low-carbon supply chain, and better empower the digital transformation of upstream and downstream enterprises.

After the acquisition, Shanghai Electric is expected to carry out joint research on design and process in key areas such as lithium battery production, photovoltaic cell production and aviation automation assembly, and introduce customer resources, while carrying out new business expansion in intelligent manufacturing fields such as consumer electronics and 3C.

A-shares launched 140 mergers and acquisitions, and semiconductor targets were the most popular

Shanghai Electric's sale of Shanghai Fanuc is just a scene under the current wave of mergers and acquisitions of A-share listed companies.

The reporter of "Science and Technology Innovation Board Daily" noticed that since the China Securities Regulatory Commission issued the "Six Mergers and Acquisitions" on September 24, the M&A activity of A-share listed companies has continued to rise, with a total of nearly 140 mergers and acquisitions disclosed. Since the beginning of this year, the number of major restructuring progress disclosed by A-shares has exceeded that of the whole year of 2023.

In the field of robotics, Shanghai Electric is the first case after the "merger and acquisition". Previously, Eston (002747) had spent a huge amount of money to acquire the entire stake of Germany robotics giant CLOOS.

In the industry, after the "six mergers and acquisitions", electronic information is the field with the most transaction events, reaching 18 companies, involving an amount of 16.822 billion yuan, followed by traditional manufacturing, involving 16 companies, amounting to 6.874 billion yuan, and the third is energy and mining, involving 11 companies, with a transaction amount of 8.854 billion yuan.

In the field of electronic information, the reporter of "Science and Technology Innovation Board Daily" noticed that semiconductor target transactions are the most frequent. According to the data, Fuller, Shuangcheng Pharmaceutical, Baiao Chemical, Wenyi Technology, Zhongchuang Environmental Protection, Zhizheng Shares, Otway, Guangzhi Technology, Jingwei Huikai, etc. are all companies that have purchased semiconductor assets across borders after the release of the "Six Mergers and Acquisitions".

Bu Rixin, founder of Chuangdao Hard Technology, said in an interview with the reporter of "Science and Technology Innovation Board Daily" that semiconductors, because of the characteristics of complex categories and limited market segments, naturally have merger and acquisition attributes. "Coupled with the capital market's optimism about the hard technology attributes of semiconductors and the localization market, semiconductors have become the preferred area for mergers and acquisitions of listed companies. ”

In Bu Rixin's view, there are frequent mergers and acquisitions in the semiconductor field, some horizontal mergers and acquisitions pursue market expansion, and cross-border mergers and acquisitions pursue business transformation and upgrading.

"Both have the rationality to exist, but we should also be aware of the risks associated with mergers and acquisitions." Bu Rixin said, for example, whether the new team, new business, different management models and corporate culture after the merger and acquisition can be synergistically integrated with the acquirer; It is worth paying attention to whether the arrangement of some agreement clauses in the M&A process, especially the VAM agreement, is in line with market logic.

The reporter of "Science and Technology Innovation Board Daily" noticed that recently, NOVOSENSE (688052) 100% acquisition of McGoon was finally finalized. According to the announcement, the overall valuation of McGonn is 1 billion yuan, and there is no performance commitment to the founder of McGoon.

Previously, in the merger and acquisition plan, NOVOSENSE had required the target company to achieve a cumulative net profit of 166 million yuan from 2024 to 2026, and to compensate for the price difference in the form of performance VAM.

Bu Rixin said that the absence of performance commitments is to prevent the core team from detaching from the actual situation of the enterprise in order to meet the performance commitment requirements, resulting in distortion and deformation of business actions. "Many cases show that there are many unreasonable aspects between the M&A and the merger and acquisition parties when promoting transactions, valuation matching, and performance commitments. In particular, technology companies are not profitable at present, and if they promise a net profit of hundreds of millions in three years, the future performance will be less than expected or a high probability event.

Bu Rixin believes that although mergers and acquisitions are currently hot, it is necessary to pay attention to the mergers and acquisitions of high-tech projects, whose valuations do not match short-term performance.