Event: the company announced on November 14 that the company's board of directors examined and passed the relevant motion that the company intends to acquire 100% equity of the company's controlling shareholder, Wanmao Acoustics, by way of stock exchange and merger, with a transaction consideration of 3.41 billion yuan.
134.1 million yuan consideration for stock exchange absorption and merger of magic acoustics according to the announcement, in this stock exchange and merger plan, the tentative transaction consideration for the 100% equity of Wanmao Acoustics is 3.41 billion yuan (equity value 3.01 billion yuan + cash capital increase of Weifang Fengxiang and Jiasheng Jiawei), and the price of the non-public offering stock is 5.42 yuan per share. It is estimated that the number of shares issued is 629 million yuan (the total share capital of the company is 360 million shares at present). After this transaction, 5498 million shares of the listed company currently held by Acoustics will be cancelled, so the actual new share capital of the transaction is 574 million shares (the total share capital after the additional issue is 934 million shares).
two。 Ten thousand demons play the main 1MORE brand headphones, leading the brand in China, and master huge high-quality sales channels according to the official website information, the main products include acoustics and wisdom play, among them: (1) acoustic products are mainly dozens of independent brand 1MORE headphones, the official website retail price is mainly 59-1299 yuan, (2) smart play products are mainly intelligent chat dolls and other products. Wan Mou has the leading brand influence in China and a huge and high-quality global sales system: (1) Wan Mou won the "Top Ten headphone Brands in 2017" issued by China Electronics and Audio Industry Association, and won 24 international design awards such as iF Design Award and Red Dot Design Award in recent 5 years. (2) the company's sales channels have covered 26 provinces in China and Hong Kong, Macao and Taiwan, more than 40 Hi-Fi audio agents, 3 chain chains authorized by Apple Inc, more than 3000 offline experience stores, and 25 countries and regions such as North America, Europe and Southeast Asia.
3. Mr. Xie Guanhong, the actual controller of the investment suggestion, has rich experience in R & D and management in acoustics and other fields. after this asset injection, the company's acoustic platform is expected to accelerate its development. We are optimistic about the future development prospects of terminal products such as 1MORE headphones. Regardless of the amalgamation of magic acoustics for the time being, we expect the company to return to its mother in 18-19 with a net profit of 0.53 billion yuan respectively, maintaining a "buy" rating.
Risk tips: ten thousand magic assets failed to complete the injection risk; acoustics new product progress is not as expected; business integration risk; acoustic components profitability decline risk.