Financial Associated Press, January 5 (Reporter Wu Chao) Due to the deep cooperation relationship between ficonTEC, which is planned to be fully acquired, and international giants like NVIDIA, Robotechnik Intelligent Technology (300757.SZ) combines popular concepts such as "restructuring, chip semiconductor, and computing power," making it a major stock in the A-share market over the past year. However, according to the company's announcement this evening, this restructuring "marathon" planned for over three years still has not achieved satisfactory results, and the review result of the merger and acquisition restructuring committee of the Shenzhen Stock Exchange is: review temporarily suspended.

The announcement shows that this restructuring "marathon" began in January 2021. At that time, Robotechnik Intelligent Technology planned to acquire the remaining equity of Suzhou Feikong Technology Co., Ltd. (referred to as "Feikong Technology"), in which it already held 18.82% equity, to achieve indirect control of the German target company ficonTEC Service Gmbh (referred to as "FSG") and ficonTEC Automation Gmbh (referred to as "FAG"). However, in June 2022, due to the pandemic and other influences, progress did not meet expectations, and the company announced termination.

By August 2023, Robotechnik Intelligent Technology made a comeback, and the plan underwent significant modifications. This time, not only did it plan to acquire Feikong Technology but also proposed to buy the remaining shares of FSG and FAG held by the overseas counterpart ELAS by issuing shares. Upon completion of the transaction, Robotechnik Intelligent Technology will directly and indirectly hold 100% equity of Feikong Technology, FSG, and FAG.

Subsequently, the plan underwent several rounds of review inquiries and related revisions. In the latest version of the draft, Robotechnik Intelligent Technology plans to raise no more than 0.384 billion yuan through a private placement, which is a reduction from the early plan of 0.45 billion yuan.

The announcement indicates that the main issues raised during the restructuring committee meeting were:

Firstly, concerning the relevance of the two transactions. In 2020, Robotechnik Intelligent Technology indirectly acquired part of Feikong Technology's equity and needs further clarification regarding whether the actual controller of the listed company or their related parties have any repurchase, commitment investment return, or other profit arrangements with other counterparties or their related parties, whether the listed company or its actual controller has substantively controlled Feikong Technology or the target company after the previous transaction, and whether the two transactions constitute a packaged transaction.

Secondly, regarding the fairness of the transaction pricing. The assessed value of the target company for this transaction corresponds to the evaluation benchmark date and the appreciation rate of the owner's equity book value at the end of 2023 and 2024 is relatively high but shows a downward trend. Further clarification is needed regarding the risks of cross-border integration and goodwill impairment after the completion of this transaction.

According to statistics from a reporter at the Financial Association, Robotechnik's stock price increased by about 288% last year, ranking seventh in terms of growth in the entire A-share market. Public information shows that the company is a leading enterprise in photovoltaic Automation Equipment and silicon optical equipment, and last year it performed quite well. In particular, the indirectly held company ficonTEC closely collaborated with giants such as NVIDIA, Broadcom, and Cisco, and an announcement mid-year indicated that the orders obtained by ficonTEC from NVIDIA had doubled compared to the beginning of the year.

According to the transaction plan report, ficonTEC is one of the leading equipment manufacturers in the Global photonics and Semiconductors Automation Equipment packaging and testing field, particularly in the silicon optical, CPO, and LPO processes, with the target company's technology level being world-leading.

Robotechnik believes that since 2023, AIGC, represented by ChatGPT, has raised higher requirements for computing power. International Technology giants are laying out large models, and the demand for high-speed, high-density, low-power, and low-cost network solutions in the Industry has significantly increased. Silicon optical, as a breakthrough technology, has become one of the effective ways to solve the above problems, and CPO packaging will become the core solution for high-speed, high-throughput optical interconnection technology. Upon completion of this transaction, the company will break the current situation where related domestic high-end equipment is monopolized by Overseas entities, solving the "bottleneck" problem in the critical equipment for photonic device packaging, and will help achieve an independent and controllable high-integration photonic device Industry Chain.

In the investor relations activity disclosed at the end of the year, Robotechnik stated that substantial progress has been made in acquiring ficonTEC, and the subsequent process and pace mainly depend on the relevant arrangements from the review side. Secretary of the Board Li Liangyu stated that based on the current market sampling and major client predictions for next year's demand, ficonTEC is expected to see significant growth in orders next year.

Robotechnik also stated that ficonTEC has begun preliminary preparations for the localization of related products, such as hiring Automation Engineers in Shanghai for training, and seeking local suppliers for the raw materials and components needed for the products.