The other side of the merger and reorganization wave: More than ten listed companies announced termination within the year, with semiconductor companies accounting for over 50%.

Currently, as the wave of mergers and acquisitions continues to heat up, many listed companies have chosen to exit midway. On November 15th of this year, Ningbo Shimao Energy's stock price dropped by the daily limit after resuming trading. On the news front, on the evening of November 14th, Ningbo Shimao Energy disclosed an announcement, deciding to terminate the purchase of 58.07% of the shares of Zhanding Technology. Regarding the termination of the merger, an official from Ningbo Shimao Energy's secretariat told the Science and Technology Innovation Board Daily reporter on November 15th that the transaction amount was huge, involving complex transaction conditions such as payment methods, responsibilities and obligations of both parties, and high uncertainty, leading to the parties failing to reach an agreement. This is a microcosm of recent terminations of mergers and acquisitions in the A-share market. According to the statistics of Financial Associated Press Star Mine Data, from the beginning of this year until mid-November, more than ten listed companies in the A-share electronic sector have announced the termination or withdrawal of merger and acquisition applications. Among them, there are 7 companies in the semiconductor industry chain involved in new materials, analog chips, etc., accounting for more than half. Specifically, they include: Suzhou Novosense Microelectronics, Darbond Technology, Infotmic Co., Ltd, Techshine Electronics, JHT Design Co., Ltd, Shanghai Fullhan Microelectronics, and Jiangsu Nata Opto-electronic Material. "Economic risks coexist with mergers and acquisitions of listed companies, so it is normal for companies to choose to terminate the process," said economist Pan Helin in an interview with the Science and Technology Innovation Board Daily reporter. Policy support for mergers and acquisitions is a form of guidance and assistance, and whether parties can successfully work together should respect the judgments of all parties and follow market rules. Of course, it cannot be ruled out that in these cases, a small number of cases were rejected by regulators due to involvement in related party transactions, cross-border mergers, etc. Similarly, Darbond Technology also recently announced the termination of its restructuring. On the evening of November 1st this year, Darbond Technology disclosed an announcement stating the termination of the purchase of a portion of shares of Huawei Electronics. "Both parties to the transaction carefully studied and discussed the current market environment and core terms of the transaction, and unanimously decided to terminate this major asset restructuring matter," Darbond Technology stated. Regarding the termination of the transaction, a staff member of the securities department of Darbond Technology told the Science and Technology Innovation Board Daily reporter on November 15th that the reason for the termination of the acquisition was proposed unilaterally by the counterparty. The termination of this project has not affected the normal operation of the listed company. An official from Darbond Technology's secretariat stated that regarding some expenses incurred from the comprehensive due diligence, evaluation, etc. of the agreement signed with the counterparty, the party in breach of contract shall bear corresponding liability. It is worth noting that since the announcement of the restructuring plan on September 21st this year, Darbond Technology's stock price has continued to rise sharply. As of the eve of announcing the termination of the merger on November 2nd, the highest increase in the interval reached 62.47%. However, after the company announced the termination of the restructuring, its stock price continued to decline for several days. As of the closing on November 15th, Darbond Technology's stock price was 37.30 yuan per share, a decrease of 4.38%. Regarding the significant fluctuations in stock prices, an official from Darbond Technology's secretariat stated that on one hand, the trend of the company's stock price is influenced by multiple factors; on the other hand, when the company initially disclosed the restructuring plan, it was an acquisition intent agreement, and specific details may change during the implementation process. Since the second half of this year, the Science and Technology Innovation Board-listed company Suzhou Novosense Microelectronics has announced the termination of its restructuring. Specifically, on the evening of August 9th, Suzhou Novosense Microelectronics announced the termination of the acquisition of controlling rights of KunTeng Microelectronics Co., Ltd. As early as July 2023, Suzhou Novosense Microelectronics stated that, in order to improve the company's product and business layout, it planned to acquire the controlling rights of KunTeng Micro. According to public information, KunTeng Micro's main business is the research and development of analog integrated circuits, with main products including audio SoC chips and signal chain chips, with an overall valuation not exceeding 1.5 billion yuan, more than 4 times its net assets premium. A staff member of Suzhou Novosense Microelectronics securities department told the Science and Technology Innovation Board Daily reporter on November 15th that the main reasons for terminating the acquisition are twofold: one is that the negotiations lasted a relatively long time, during which there were significant market changes; and the other is that KunTeng Micro was valued too high, and the two parties could not reach a consensus on the transaction price, performance, and other matters. Senior sponsor representative Wang Jiyue stated that behind a high valuation often means higher performance commitments. However, if the target company experiences a significant decline in performance after the lock-up period ends, the listed company will face significant pressure from goodwill impairment. The Science and Technology Innovation Board Daily reporter noted that this year, some listed companies with signal chain chip products as their main business have seen a situation where losses have expanded or profits have declined on a year-on-year basis. Specifically, in the first three quarters of this year, the net profit attributable to the mother of 3peak Incorporated, a Science and Technology Innovation Board analog chip company, was -98.7262 million yuan. In the third quarter, the net profit attributable to the mother was -33.0877 million yuan. Chipsea Technologies (Shenzhen) Corp., Ltd had operating income of 514 million yuan in the first three quarters of this year, an 81.20% increase year-on-year; the net profit attributable to the mother was -115 million yuan, a 30% decrease year-on-year.51%. It is worth noting that the company has posted a net loss for two consecutive years."Top companies in the industry are experiencing performance losses, showing investors another side of the demand for analog chips market." A investor in the analog chip industry in Shanghai said, "There is no need to worry excessively." In his opinion, the semiconductor chip industry has strong cyclical characteristics, and with the gradual recovery of the industrial and automotive markets, the power management chip and signal chain chip markets are expected to see a turning point. This article is reprinted from "Cailian News". Editor: Liu Xuan.