The most impressive of the semiconductor industry in 2016 was the acquisition, and it was not weaker in size and frequency than the “crazy†2015. After two consecutive years of madness, the semiconductor industry seems to have calmed down in 2017. In addition to Intel’s “surprising†acquisition of Mobileye for 15.3 billion US dollars, it is difficult for us to see sensational news.
Let's take a look at the first half of 2017 semiconductor industry acquisitions:
The number of semiconductor acquisitions in 2017 was quite large and the quality was not good. In such circumstances, the failed cases are particularly eye-catching. Today, we went with the non-web Xiaobian to see the "Waterloo" incident of semiconductor acquisition in 2017.
Beijing Jun Zheng acquired OV stranding
In December 2016, Beijing Jun was acquiring OV and Sibico for RMB 12.6 billion. The details of the acquisition are as follows:
Beijing Junzheng Company planned to issue shares and pay cash to purchase 100% equity of Beijing Ovivision, 100% equity of Vision Source, and 40.43% equity of Sibi, with a trading price of 12.622 billion.
With regard to the purpose of this acquisition, Beijing Junzheng stated that it is based on the design, production and sales of new image sensors, establishing a more complete business system for the company, thereby laying out an ecosystem of intelligent systems and forming vertical integration of several major markets. OV, as the only domestic chip maker that can compete with Sony and Samsung in the high-end market, does not need to say more about the support given by the state. The performance of OV in the high-end market is also very satisfactory, especially in this year's hot dual-camera market.
This acquisition is an impossibly unsuccessful move for Beijing Junzheng because the investors will have a "relentless" side after their acquisition failure. If the wait for a 10-month suspension is unsuccessful, the result can be imagined. .
The end result is that you and I are all close to knowing that this merger and acquisition has encountered "Waterloo" and can not help but make people wrestle. In the announcement of Beijing Junzheng, we saw the reason: The announcement pointed out that China's regulatory policy considerations require that the listed company's financing cannot exceed the ratio of its market capitalization and capital volume.
On April 6, Beijing's Jun Zhengkai City resumed trading. After trading halted for ten months, the market opened with a low limit. It can be seen how big the impact of this transaction is, and those who questioned this acquisition as a "snaking elephant" probably guessed the beginning and also guessed the end.
CanyonBridge failed to acquire Lattice
U.S. President Trump issued an order on September 13 to stop the Chinese investment fund’s acquisition of Lattice Semiconductor, the US semiconductor manufacturer, because of concerns about military and security outflows.
The suspension of the Chinese acquisition in the United States is reckless, and Lattice, the US chip manufacturer, has experienced losses for two years in 2015 and 2016. Laidis CEO Darin Billerbeck said that the failure of this transaction was a loss to its shareholders, employees, customers and even the United States. At present, Lattice’s share of the Chinese market accounts for the third place in sales, and the business has gradually relied on military transfers. The company also said that if the acquisition is successful, it will double employment in the United States.
After the failure of the acquisition, the U.S. government continued to "steer" on this issue. U.S. prosecutors sued CanyonBridge founder Zhou Bin recently because he was suspected of engaging in insider trading related to Canyon Bridge’s acquisition of Lattice Semiconductor. The attitude of the U.S. government has caused subsequent follow-up Chinese companies to acquire U.S. semiconductor companies.
Violet's acquisition of Yangtze River storage failed
On July 16, Ziguang Guoxin, a subsidiary of the Ziguang Group, issued an announcement that it will terminate the acquisition of Changjiang’s equity in the reorganization. Given the large scale expected for this restructuring, the restructuring has attracted the attention of the industry. After the acquisition was terminated, Ziguang Group issued an announcement. as follows:
The original largest shareholder of the Yangtze River Storage was the National Integrated Circuit Industry Fund (large fund), but the large transmission fund believed that the investment was too large, and it intended to reduce its shareholding. Just Ziwei Group's chairman, Zhao Wei, intends to reinstate the investment case, and it helps the big fund to solve the equity issue. Excessive problems.
After Changjiang Storage introduced Ziguang Group's funds in early 2017, the ownership structure of Changjiang’s storage became more than half of Wuxing’s Ziguang’s subsidiary, which accounted for 51%, while the major fund and the Hubei government each accounted for 25% and 24% of the equity. The ultimate goal of Ziguang Group is to allow its Ziguang Guoxin 100% acquisition of equity in the Yangtze River, but this plan has been shelved.
The reasons for the suspension of the acquisition of Ziguang are as stated in the announcement:
After repeated studies by the company, due to the relatively large scale investment of the memory chip factory project stored on the Yangtze River due to the assets of the major assets reorganization, it is still in the initial stage of construction and it is very difficult to accurately predict its future profitability, and in the short term Can not generate sales revenue, while there is still some uncertainty in other benefits.
The current profitability of the above listed companies and the volatility of the underlying company's profitability within the normal range may result in the continued profitability of the listed company cannot be guaranteed. After careful deliberation, the company reached an agreement with the other party such as Ziguang Guoyi through friendly negotiation. It is believed that the conditions for the acquisition of equity in the Yangtze River have not yet matured. They agreed to terminate this equity acquisition and continue to promote the implementation of the National Memory Base project by Ziguang Group. jobs.
Silan Micron ceases to acquire Lotte Wireless
Silan Micro announced on the evening of August 11 that the company decided to terminate the planned acquisition of shares in Leshan Radio Co., Ltd. (hereinafter referred to as "Luowu shares").
According to the announcement, since the major asset restructuring involved in the current major asset reorganization has been established for more than 45 years and has a long existence time, it was listed and traded at the local property rights trading center. The number of shareholders is large and it belongs to history. Legacy problems cannot be cleared or resolved within three months. Therefore, in order to safeguard the interests of all shareholders of the company, the company decided to terminate the planning of this major asset restructuring.
For the termination of the acquisition, Silan Micro said: “It will not adversely affect the normal production and operation of the company. The company will continue to adhere to the development strategy of design and manufacturing integration (IDM), further improve the industrial layout and enhance the company’s overall competitiveness. For investors to create greater value."
Zhaoyi Innovation Terminates Acquisition of ISSI
Zhaoyi Innovation announced on the evening of August 8th that it terminated the major asset restructuring and held an investor briefing on termination of the reorganization on August 9.
According to the previous restructuring plan, Zhaoyi Innovation planned to purchase a total of RMB6.5 billion for the entire equity interest in Beijing Fucheng Semiconductor Co., Ltd. (abbreviated as “Beijing Yuchengâ€) and to raise RMB 2.03 billion for matching funds at a price of RMB 158.3 per share. The transaction is intended to pay 1.95 billion yuan in cash and 4.55 billion yuan in shares.
On the evening of August 3, Kyi Yi Innovation has revealed in the suspension announcement that it will terminate the reorganization. The company stated that the market situation has changed and the parties to the transaction find it difficult to proceed with the implementation of the transaction plan and decided to terminate the transaction.
In the latest announcement, Zhaoyi Innovation further explained the reasons for the termination of the reorganization. The company said that Beijing Silicon Valley’s main operating entity, IntegratedSiliconSolution, Inc. (“ISSIâ€), recently issued a supplier risk alert to the company, stating that a major ISSI supplier believes that Yiyi Innovation and ISSI will become potential potential The competitor asks ISSI to sign a supplementary agreement with it, agreeing that it has the right to terminate the relevant supply contract when the transaction is completed.
Obviously, the supplier incident in the announcement played a decisive role in this acquisition. Siyuan Electric may become the latest buyer of ISSI.
Zhaoxin shares stop buying Alibaba shares
On August 14th, Zhaoxin announced that the company decided to terminate the transaction of Alibaba shares, and signed the “Resolution Agreement for the Letter of Intent for Cooperation between Shenzhen Zhaoxineng 2 Source Co., Ltd. and Li Xinhong and Lei Mingâ€. Hui Qiang new material transaction will continue.
Prior to this, on August 5th, Siu Hsin announced that the company intends to acquire some or all of the shares of the two new board companies of Alibaba shares and Huiqiang New Materials at the same time in order to gain entry into the field of lithium battery and upstream materials.
For the termination of the acquisition of Alibaba shares, Zhaoxin said that there are big differences between the company's and Alibaba's major shareholders in matters such as the pricing and valuation of Alibaba shares, and that Alibaba shares are connected to the company by related parties. The conditions and methods of the capital market produced different opinions, resulting in the failure of both parties to reach an agreement.
The reason. First of all, in the hot wind of the lithium battery, the two parties failed to negotiate in terms of price, follow-up development plan, etc. Secondly, the lithium battery industry in 2017 has changed greatly, and the re-adjustment of the new energy policy may increase the acquisition risk. Third, performance The risk of gambling failure is high, and the high valuation of the acquisition means that the target company will bear excessive net profit and pressure on the gambling, which is not conducive to the continued development of both parties in the future.
Violet acquisition of SMIC blocked
Ziguang Group has continuously increased holdings of SMIC shares. The original acquisition of SMIC intends. Sources pointed out that Zhou Zixue, Chairman of SMIC, stated that it will cooperate with SMIC and Qualcomm on the grounds of Ziguang’s IC design companies Spreadtrum and Ziguang Guoxin. Such as customer conflicts of interest, to ensure the independence of SMIC, only to stop the merger and acquisition of SMIC's plans.
Previously, according to the information disclosed by the Hong Kong Stock Exchange, Ziguang held more than 5% of SMIC shares at the beginning of November 2016 and continued to increase its holdings until December 29. In just two months, Ziguang totaled approximately HK$1 billion. , SMIC’s shareholding ratio came to 9.11%, ranking third largest shareholder, its ambition is self-evident.
If the acquisition of SMIC at this stage is not a good thing for both parties, SMIC will lose its customers. However, the current business of SMG will definitely not match SMIC's support and it will only add to the board of directors. This matter made me think.
China Mobile Terminates Acquisition of Core Communications and Core Communications
In the announcement on the evening of December 7, the company announced that it planned to plan a major reorganization of assets. The target of the transaction was 100% equity of CitiTone and 100% equity of ChongTong Electronics since the parties signed the Equity Transfer Agreement since September of this year. Actual time-consuming has exceeded expectations, and there is significant uncertainty in the progress and prospects of this transaction. At the same time, the uncertainty has caused the target company's team to be unstable, so the company agreed to terminate this major asset purchase.
Nokia's acquisition of Juniper "fetal"
After Nokia announced in 2014 that it intends to acquire Juniper, CNBC reported on Wednesday that Nokia intends to acquire Juniper at a total price of US$16 billion. The purchase price is about 42% higher than the market value of Juniper's closing price. In contrast to the unfinished acquisition three years ago, Juniper was worth $13.7 billion. Driven by this news, Juniper shares rose by more than 21% in after-hours trading on Wednesday. However, Nokia released a clarification announcement and denied the impact of the acquisition negotiations with Juniper, which subsequently experienced a sharp decline.
Nokia again issued a statement on Friday denying that Juniper is in the process of acquisition negotiations. Nokia said that "on the issue of Juniper will become the object of acquisition, Nokia has not yet negotiated with it, nor prepared to submit a tender offer to him."
Dafu Technology terminates acquisition of Xiang Jiangxin
On April 18th, Da Fu Technology announced that it had planned to acquire some or all of the four companies in the areas of smart manufacturing, smart terminals, and communications network equipment; among them, the smart manufacturing company was Shenzhen Tianzhizhi Equipment Co., Ltd. The smart terminal market is Dongguan Lingzheng Electronic Technology and Dongguan Xiangjiang Xin Precision Technology Co., Ltd., and the communication network equipment is Zhuhai Gaoling Information Technology Co., Ltd. At the beginning of August, Da Fu Technology announced that the company plans to purchase 100% equity of Xiang Jiang Xin at 2.54 billion. On October 30, according to Da Fu Technology announced again, the company will terminate the acquisition, in addition, according to its third quarter report shows that the company's losses in the first three quarters of this year further expanded to more than 300 million!
On the evening of August 8, Dafu Technology released its first-year report for the first half of 2017. According to statistics, its revenue for the first half of the year was RMB 900 million, which was a year-on-year decrease of 23%, and net profit loss of RMB 88.49 million (profit of the same period of the previous year was RMB 48.18 million). From profit to loss decreased by 366.18%. According to Dafu Technology, the main reason is that the slowdown in market demand for communications services and the decline in the demand for intelligent terminal customers directly affect the company’s sales revenue. In addition, the layout of new businesses, market development, and early stage R&D investment are also brought to the company in the short term. The corresponding increase in management costs, operating costs and financing costs, to a certain extent, affected the company's profits in the first half!
On the evening of October 30th, according to an announcement by Dafu Technology, the company will terminate the acquisition of Xiangjiang Xin by 2.54 billion yuan. As for the reason for the termination of the acquisition, Dafu Technology stated that on October 9, 2017, the company convened the fourth time in 2017. The shareholders' meeting discussed the proposals including the "Proposal on the Company's Issuance of Shares and the Payment of Cash for the Purchase of Assets and Related Transactions" item by item, among which the "subordinate subordinate bill on the company's issuance of shares and the payment of cash for the purchase of assets and related transactions" is 3.10 " The "Performance Commitments and Compensation Arrangements" and 3.11 "Lock-up Period Arrangements" have not been passed, and other proposals have been passed.
In 2017, the semiconductor industry has apparently begun to shift its attention from mergers and acquisitions to R&D. However, the real-world discovery is still surging. Moreover, after Qualcomm announced the acquisition of NXP's "shocking acquisition", it was reported that Broadcom had acquired Qualcomm's "Century Acquisition." Although there were many acquisition failure cases in 2017, the pace of integration of semiconductor M&A did not slow down.
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