Economy

Pursuing industrial synergy, mergers and acquisitions of listed companies remain sluggish during the off-season

2025-12-03   

With frequent policy winds and capital surging, mergers and acquisitions have gradually become a key path to promote industrial upgrading and cultivate new quality productivity for listed companies. The marginal recovery of cross-border mergers and acquisitions, flexible use of diversified payment tools, and industry mergers and acquisitions focusing on core business collaboration and cutting-edge technology have become the absolute mainstream... Since October this year, a total of 107 A-share listed companies have disclosed major asset restructuring related announcements, and the market has shown a new trend of "not being weak in the off-season". The logic of mergers and acquisitions is accelerating from securitization to industrialization. As the policy driven M&A market approaches the end of the year, the market for mergers and acquisitions of listed companies is showing a new trend of not being weak in the off-season. According to Wind data, since October this year, a total of 107 A-share listed companies have issued major asset restructuring related announcements. Among them, 13 companies disclosed major asset restructuring events for the first time, which is a decrease from the 25 companies in the same period last year, but a significant increase compared to the 9 companies in the same period of 2023 (of which 6 companies' restructuring plans were subsequently declared unsuccessful). An investment bank insider analyzed to a Shanghai Securities News reporter that according to past practice, near the end of the year, mergers and acquisitions activities of listed companies usually enter a off-season due to the involvement of target asset financial report audits and other work. However, the restructuring market at the end of this year has continued the heat of last year, thanks to the top-down policy winds. In September 2024, the China Securities Regulatory Commission issued the "Six Articles on Mergers and Acquisitions" to further strengthen the resource allocation function of mergers and acquisitions, support listed companies to inject high-quality assets, and enhance investment value. In May of this year, the China Securities Regulatory Commission officially released the revised "Management Measures for Major Asset Restructuring of Listed Companies", which further optimized the review procedures and innovative trading tools, further unleashing the vitality of the M&A and restructuring market. Local governments quickly followed up and actively created a local ecosystem conducive to mergers and acquisitions. In October of this year, Shenzhen released an action plan, proposing that by the end of 2027, the district will have completed over 200 merger and acquisition projects, with a total transaction amount exceeding 100 billion yuan, and implemented a number of industry demonstration cases. In addition, Shanghai, Anhui and other places have also issued special documents to support corporate mergers and acquisitions; Guangdong, Shandong and other places have repeatedly emphasized in important documents that they should focus on high-quality enterprise mergers and acquisitions, coordinate the landing of major projects, and accelerate the development of merger and acquisition funds; Beijing, Jiangsu, Zhejiang and other places held merger and acquisition symposiums and special exchange activities to encourage local enterprises to carry out mergers and acquisitions, and jointly promote the development of the merger and acquisition market. Through reviewing recent cases of mergers and acquisitions of listed companies, it is not difficult to discover two new features: marginal recovery in cross-border mergers and acquisitions and diversified innovation in transaction payment tools. Overseas high-quality technology assets are becoming the target of competition for listed companies. The technology industry has high technological barriers, and listed companies can quickly acquire technology, talent, etc. by acquiring overseas technology companies or high-quality assets, accelerating the global layout of new quality productivity. Since November this year, Wanxiang Qianchao and Zhizheng Shares have both disclosed progress in cross-border mergers and acquisitions. On November 28th, Zhizheng Corporation announced that the company's stock swap acquisition of AAMI has completed the transfer procedures. AAMI is one of the top five semiconductor lead frame suppliers in the world. The announcement shows that Zhizheng Shares has directly and indirectly acquired approximately 87.47% equity of AAMI through major asset swaps, issuing shares, and paying cash, and has listed a wholly-owned subsidiary of Zhizheng New Materials with 100% equity and raised matching funds. After the transaction, the listed company will actually hold approximately 99.97% equity of AAMI. From the perspective of payment arrangements, the payment methods for mergers and acquisitions of listed companies are becoming increasingly diverse. Listed companies are comprehensively using various tools such as cash, shares, and targeted convertible bonds to flexibly determine the form of consideration based on the demands of the counterparty and the characteristics of the transaction itself. Compared to pure cash or share based payments, the combination of issuing shares and paying cash has become more popular in recent times. Since October, among the 13 newly disclosed merger and acquisition plans by listed companies, 9 companies including Jiarong Technology have adopted payment methods such as issuing shares and paying cash for purchases. More innovatively, the application of targeted convertible bonds as payment tools is increasing. In the merger and acquisition plans of listed companies such as Guangku Technology, Sunshine Novo, and Huahai Chengke, targeted convertible bond payments are involved. An investment banker analyzed to Shanghai Securities News reporters that this payment tool has high flexibility, can reduce the current cash flow pressure of listed companies, and has relatively low financing costs, making it suitable for large and medium-sized mergers and acquisitions. Generally, in such transactions, the underlying assets have high growth potential. The combination of vertical and horizontal assistance is helping the company to upgrade to a "new" quality. The logic of mergers and acquisitions is accelerating from simple securitization in the past to industrialization, with the core goal of pursuing industrial synergy and creating a "1+1>2" effect. From the recently disclosed merger and reorganization plans, industrial integration is still the mainstream. The above-mentioned investment bank personnel further stated that the current regulatory authorities encourage listed companies to conduct mergers and acquisitions in the same industry and upstream and downstream industries; For traditional industries, encourage the rational improvement of industrial concentration through restructuring; For top companies, we support them to strengthen their integration with listed companies in the industry chain based on their main business. At the end of November, Enjie announced its intention to purchase 100% equity of Zhongke Hualian through issuing shares and other means, and raise matching funds. Zhongke Hualian's main business is the research and development, production, and sales of complete sets of production equipment for wet process PE membranes, BOPET, PI membranes, proton exchange membranes, high-strength fibers, and other new materials. Enjie's main products include lithium battery isolation membranes, BOPP films, and other membrane products. From the perspective of business scope, the target company of this transaction is in line with Enjie's main business route, and this acquisition will be beneficial for strengthening its main business. In addition, new quality productivity represents a new direction for a new round of technological and industrial revolution, and focusing on new quality productivity has become a clear trend in recent mergers and acquisitions. The recent restructuring plan released by Jiarong Technology shows that the company plans to acquire 100% of the shares of Hangzhou Lanran, aiming to develop new quality productivity, acquire the full chain technology of electrodialysis, combine its core business of membrane separation technology with the target company's electrodialysis core technology, and build a comprehensive solution capability for the "pressure driven+electric driven" membrane method combination process. Some companies focus on long-term development and actively layout high prosperity tracks through mergers and acquisitions to create a second growth curve. Recently, there has been a high level of enthusiasm in the storage field. In the field of lighting engineering system integration services, Time Space Technology announced that it plans to acquire 100% of Jiahe Jinwei's shares through issuing shares and paying cash, and raise matching funds. After the release of the contingency plan, Time Space Technology achieved 7 consecutive boards. Jiahe Jinwei is mainly engaged in the research and development, design, production, and sales of storage products such as memory modules and solid-state drives. It has three major product lines: Guangwei, Asgard, and Shenke, providing consumer grade, enterprise grade, and industrial grade memory products and industry application solutions. In the first three quarters of this year, the net profit attributable to the parent company of Time Space Technology was a loss of 116 million yuan. After the completion of this transaction, Time Space Technology will enter the storage field and create a second growth curve. (New Society)

Edit:Yao jue Responsible editor:Xie Tunan

Source:Shanghai Securities News

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