Invest 1.6 billion to take control of Fenglong Co., Ltd., and UBTECH, the leader in the "robot" industry, sounds the capital horn.
Just one month after raising HK$3.1 billion through a placement, Ubtech Robotics (9880.HK) has invested to acquire control of a listed company.
On December 24, Ubtech Robotics signed a "Share Transfer Agreement" with Dong Jiangang, the actual controller of Fenglong Co., Ltd. (002931.SZ), and his concerted action parties, Chengfeng Investment, Fengchi Investment, and Li Caixia. It plans to obtain 43% of the company's equity and gain control of the company in the form of "agreement transfer + tender offer" at a total consideration of 1.665 billion yuan.
Specifically, Chengfeng Investment will transfer 65.5299 million shares of Fenglong Co., Ltd. to Ubtech Robotics at a total consideration of 1.161 billion yuan. After the transfer is completed, Ubtech Robotics' shareholding ratio will reach 29.99%. The consideration for this share transfer is 17.72 yuan per share, a discount of approximately 10% compared to the price of 19.68 yuan per share before the suspension of trading on December 17.
After the transfer is completed, Ubtech Robotics or the entity it designates will launch a partial tender offer to all shareholders of the listed company except the transferee, acquiring 28.45 million shares at a consideration of 17.72 yuan per share, accounting for 13.01% of the company's total share capital.
If the tender offer is completed, Ubtech Robotics will hold a total of 43% of the equity of Fenglong Co., Ltd. and become the new controlling shareholder of the company. Zhou Jian, the actual controller, chairman of the board, and CEO of Ubtech Robotics, will become the new actual controller of the company.
On December 25, after Fenglong Co., Ltd. resumed trading, its stock price hit the daily limit and closed at 21.65 yuan, with a total market value of approximately 4.7 billion yuan. Due to the suspension of trading in Hong Kong stocks, Ubtech Robotics was suspended from trading that day. Before the suspension, its stock price was HK$109.5, with a total market value of HK$55.1 billion.
In November this year, Ubtech Robotics raised more than HK$3.1 billion through a placement. At that time, the company said that most of the funds would be used for investment and mergers and acquisitions. Ubtech Robotics' acquisition of control of Fenglong Co., Ltd. aims to extend to the downstream of the industrial chain. Ubtech Robotics' official WeChat account posted that the company focuses on the R & D, design, manufacturing, and commercialization of intelligent robots, especially humanoid robots; while Fenglong Co., Ltd. has a solid precision manufacturing capability, a mature supply chain system, and a wide customer base. The synergistic complementarity of the two sides' businesses will lay a solid foundation for the subsequent integrated development of the industry.
It is worth mentioning that as the embodied robot industry has become the focus of investment, leading companies such as Zhipu Robotics, Qiteng Robotics, Unitree Robotics, and Deep Robotics have accelerated their capital operations. On December 23, Deep Robotics, one of the "Six Little Dragons in Hangzhou", started the listing guidance process, and the guidance institution is CITIC Securities. In November this year, Unitree Robotics completed its listing guidance. In addition, Zhipu Robotics and Qiteng Robotics also invested to acquire control of A-share listed companies within the year.
Extend the Industrial Chain
Ubtech Robotics is the "first humanoid robot stock in the Hong Kong stock market" and was listed in December 2023. Since its listing, the company's performance has continued to be in the red.
From 2022 to 2024, Ubtech Robotics' revenue increased from 1.008 billion yuan to 1.295 billion yuan, and the cumulative net loss attributable to the parent company exceeded 3.3 billion yuan. In the first half of this year, the company's revenue was 618 million yuan, a year-on-year increase of 27.55%; the net loss attributable to the parent company was 414 million yuan, a year-on-year narrowing of 19.89%.
Under long - term losses, Ubtech Robotics spent more than 1.6 billion yuan to acquire control of a listed company, and the funds came from a recent placement. The announcement shows that the funds for Ubtech Robotics' acquisition this time come from the company's internal resources, including the proceeds raised through the general mandate placement.
Since its listing, Ubtech Robotics has carried out six placements, raising more than HK$7 billion in total, including three times this year. As the number of placements increases, Ubtech Robotics' funds have gradually become more abundant. In November this year, Ubtech Robotics raised HK$3.109 billion through a placement. At that time, the company said that approximately 75% of the HK$3.1 billion would be used to invest in or acquire potential upstream and downstream enterprises in the industry, or to form a joint - venture entity through integration with related industries. The remaining 25% will be used to supplement working capital and repay debts.
From a business perspective, since 2024, Ubtech Robotics has listed the industrial field as a key development direction and actively expanded customers in relevant fields. This year, the company also launched the industrial humanoid robot Walker S2. The launch of Walker S2 has brought a large number of customers to Ubtech Robotics. The latest news shows that the company has received a total of 1.4 billion yuan in humanoid robot orders this year.
Ubtech Robotics said that the monthly production capacity of Walker S2 has now exceeded 300 units, and the expected annual delivery volume will exceed 500 units. By 2026, the company's production capacity of industrial humanoid robots is expected to increase to 10,000 units.
With the increase in shipments and production, Ubtech Robotics has begun to extend the industrial chain downstream. Ubtech Robotics' acquisition of Fenglong Co., Ltd. this time is also due to its appreciation of the company's manufacturing capabilities. Fenglong Co., Ltd.'s main products include key components for garden machinery such as igniters, flywheels, and cylinders, precision aluminum die - cast and iron automotive parts, and high - end hydraulic control components for engineering, industrial, and semiconductor equipment. The products can be applied in fields such as garden machinery, new energy vehicles, and engineering machinery, industrial machinery, and semiconductor equipment.
From 2022 to 2024, Fenglong Co., Ltd.'s revenues were 587 million yuan, 433 million yuan, and 479 million yuan respectively; the net profits attributable to the parent company were 49 million yuan, - 7 million yuan, and 5 million yuan respectively. In the first three quarters of this year, the company's revenue was 373 million yuan, a year - on - year increase of 9.47%; the net profit attributable to the parent company was 22 million yuan, a year - on - year increase of 1714.99%.
Ubtech Robotics mentioned in the announcement that after the completion of this transaction, Fenglong Co., Ltd. will still focus on its original business, and there will be no major changes in its fundamentals. Ubtech Robotics will strive to optimize the management and resource allocation of the listed company and improve its sustainable operation and profitability. Ubtech Robotics has no clear plan to change its main business or make major adjustments to its main business within the next 12 months. Within the next 36 months, Ubtech Robotics has no plan or arrangement to achieve back - door listing through the listed company.
Accelerated Capital in the Robot Industry
Since this year, the embodied intelligence and robot sectors have been booming, and companies in the industry have accelerated their capital operations.
On December 23, Deep Robotics, one of the "Six Little Dragons in Hangzhou", started the listing guidance process. Deep Robotics was founded in 2017 and has received a total of seven rounds of financing since its establishment. The investors include CMBC International, China Unicom, Fortune Capital, Ginkgo Valley Capital, etc.
The founder of Deep Robotics is Zhu Qiuguo, an associate professor and doctoral supervisor at the School of Engineering of Zhejiang University. The listing guidance filing report shows that Zhu Qiuguo and his concerted action party Li Chao control 32.60% of the company's shares through direct and indirect means.
Deep Robotics is mainly engaged in the business of quadruped robots, humanoid robots, and core components. Since this year, Deep Robotics has launched a number of new products, including the wheel - legged robot Lynx M20 for complex terrains and dangerous environments, and the industry - level all - weather humanoid robot DR02. Previously, Zhu Qiuguo said: "This year is a year of rapid development for Deep Robotics, and its performance has achieved rapid growth."
In July this year, the embodied intelligence company Unitree Robotics also started the listing guidance process, and the guidance work was completed in November this year. The company said in September this year that it would conduct an IPO in the fourth quarter, but so far, the company has not submitted its prospectus.
In addition to planning for an IPO, Zhipu Robotics and Qiteng Robotics have chosen to acquire listed companies. Similar to Ubtech Robotics, the above two companies also took control in the form of "agreement transfer + tender offer" in two steps.
In September this year, Zhipu Robotics spent approximately 2.1 billion yuan to take control of Shangwei New Materials. Deng Taihua, the founder and CEO of Zhipu Robotics, became the new actual controller of the company, and Peng Zhihui, the co - founder of the company and a former "Huawei Genius Youth", was elected chairman of the company. This transaction has attracted a lot of market attention. After resuming trading, the stock price of Shangwei New Materials rose nearly 16 times at its peak, making it one of the most well - known "speculative stocks" this year.
On December 11, Shengtong Energy, an LNG sales company, also announced a change of control. The controlling shareholder was changed to Qiteng Robotics, and the actual controller was changed to Zhu Dong. Qiteng Robotics is a special - purpose robot company, and its products cover explosion - proof chemical wheeled inspection robots, explosion - proof chemical quadruped robots, explosion - proof chemical rail - mounted inspection robots, etc.
Since resuming trading on December 12, Shengtong Energy has received 10 consecutive daily limit up moves. The latest stock price is 38.27 yuan per share, and the total market value is 10.8 billion yuan.
This article is from the WeChat official account "Damo Finance" (ID: damofinance), author: Damo Finance. It is published by 36Kr with authorization.