Analysis of the Impact of UBTECH's No Restructuring Plan on Fenglong Co., Ltd.'s Valuation and Stock Price

Based on existing data and public information, I objectively sort out the relevant impacts and mechanisms below:

• The acquisition is divided into two steps: first, acquire 29.99% of the shares at 17.72 yuan per share, then launch a partial tender offer for 13.02% of the shares. After completion, the total shareholding will be approximately 43.01%, with a total cost of about 1.665 billion yuan [1].
• The funding source is self-owned funds (including book monetary funds and placement funds). Disclosures show zero borrowings, and the funds (75% of the approximately 3.1 billion yuan in placement funds, i.e., 2.291 billion yuan, used for mergers and acquisitions) have already been received earlier [1].
• UBTECH has made a clear commitment: no major asset restructuring plans within the next 12 months, and no restructuring listing arrangements or plans within the next 36 months [1].

• Current price: 23.82 yuan; intraday increase: +10.02%, hitting the daily limit [0].
• 5-day increase: +21.04% (consistent with the “abnormal fluctuation” range mentioned in the announcement) [0].
• Valuation indicators: P/E ratio is approximately 208.81 times, P/B ratio is approximately 5.48 times, indicating a high valuation level [0].
• Profitability: ROE is approximately 2.76%, net profit margin is approximately 4.89%, and operational capacity is relatively stable [0].

• After the statement, Fenglong Co., Ltd. still experienced continuous large fluctuations and triggered an abnormal fluctuation announcement. From market behavior, the statement has not yet fully suppressed short-term gaming and emotional transactions. Online information also shows that the acquisition plan (including tender offer and voting rights arrangements) has attracted high market attention and discussion [1][2].

• Double-edged sword of “expectation management”
  : The statement helps curb excessive “restructuring/backdoor speculation”, but may also weaken some investors’ valuation premium expectations based on “short-term asset injection or restructuring” [1]. From the current high P/E ratio and stock price performance, the market is still re-evaluating “industrial synergy” and “long-term strategic transformation”, and the valuation trend is uncertain.
• Fundamental improvement and valuation anchor
  : If the future is more reflected in industrial synergy, technology introduction, and operational improvement, valuation will rely more on business progress and profit realization. The statement strengthens the signal of “non-short-term restructuring”, and the market may pay more attention to subsequent business implementation (including but not limited to product synergy, order and financial improvement) [1].

• If subsequent performance or synergy fulfillment is lower than expected, valuation pressure may increase.
• At the capital level, attention still needs to be paid to the impact of fixed increase or financing progress on the capital chain and potential dilution [1].

• Emotion and premium
  : From web searches and market reports, A-share expectations for “mergers and acquisitions/restructuring” and “hot tracks” often significantly push up the valuations of small and medium-cap companies, manifesting as short-term transaction premiums (especially when involving hot sectors) [3]. However, such premiums have high uncertainty and risk of decline.
• Policy and regulation
  : Policy support such as the “Six M&A Rules” in 2025 has increased M&A activity, with the number and amount of major restructurings rising significantly within the year. However, about one-quarter of major restructurings have been declared failed or terminated, bringing greater uncertainty [3]. Regulators have also warned of the risks of “deceptive restructuring” and speculation [3].

• Positive scenario
  : If restructuring/control change brings “industrial synergy, resource injection, operational improvement”, it is expected to enhance the company’s profitability and valuation quality over a longer period [3].
• Negative scenario
  : High premiums, high goodwill, and high performance commitments may埋下 risks of goodwill impairment and performance pressure (web searches have reported retracements and goodwill risks in multiple typical failure cases) [3].

• Strategic matching degree
  : Whether the restructuring is consistent with the company’s long-term strategy and whether there is substantive synergy, rather than just “riding the wave of hot topics” [3].
• Information disclosure and risk tips
  : Pay attention to the transparency of the plan, the adequacy of risk disclosure, and the quality of subsequent progress disclosure [3].
• Performance commitment and goodwill risk
  : Goodwill impairment risk brought by high premiums and the feasibility of performance bets [3].
• Funding and governance
  : Acquisition funding sources, changes in equity structure, voting rights arrangements, and changes in corporate governance (such as voting rights abandonment arrangements in this case) [1][2].
• Changes in regulatory environment
  : Impact of tightening or loosening of M&A policies on valuation and liquidity [3].

• After the statement was released, short-term gaming and emotional fluctuations of Fenglong Co., Ltd. still exist. It is recommended to pay close attention to:
  • Changes in trading volume and turnover rate;
  • Regulatory inquiries/announcement information;
  • Corporate governance and business synergy implementation after control change.

• Valuation will rely more on “industrial synergy effects, operational improvement, and performance realization”.
• Need to continuously track:
  • Synergy progress with UBTECH in technology, products, channels, and orders;
  • Changes in financial indicators (revenue structure, gross profit margin, cash flow, ROE, etc.);
  • Refinancing and equity dilution risks (if any).

• Policy and regulatory risks
  : Tightening of M&A policies and stricter information disclosure supervision may curb speculation related to “restructuring expectations” [3].
• Valuation fluctuation risk
  : High valuation combined with expectation changes may easily trigger large retracements.
• Goodwill and performance commitment risks
  : Goodwill impairment and performance bet pressure after high-premium acquisitions.

• UBTECH’s “no restructuring/no restructuring listing” statement has not fully suppressed market gaming for Fenglong Co., Ltd. in the short term. The current stock price is in a high valuation range and has large fluctuations. In the medium-to-long term, valuation will rely more on “industrial synergy and performance realization” rather than short-term restructuring or backdoor expectations.
• In the A-share market, the impact of “merger and acquisition restructuring expectations” on the valuation of small and medium-cap companies shows a significant “double-edged sword” feature: on the one hand, it brings short-term transaction premiums; on the other hand, it is accompanied by high failure rates and high goodwill risks. Regulators are also strengthening the regulation of “deceptive restructuring” [3].
• Investors should prioritize focusing on: strategic matching degree, information disclosure quality, synergy implementation, goodwill and performance commitment risks, policy regulatory environment, etc., and avoid blindly chasing “restructuring expectation” themes.

(Note: [0] in the text refers to brokerage API market and financial data; [1][2][3] refer to web search and news sources. This does not constitute any investment advice.)

— References —
[0] Jinling API Data
[1] Web Search - UBTECH Takes Over Fenglong Co., Ltd. With Zero Borrowings: Capital Battle Under the Huge Loss of the “Top Player” in Humanoid Robots (Release Date: 2025-12-27; Source: EBrun) Retrieval Link: https://m.ebrun.com/632401.html
[2] Web Search - Let Me Sort Out the Current A-share Tender Offer Stock Bar - Jisilu (Community Discussion Page) Retrieval Link: https://www.jisilu.cn/question/327776
[3] Web Search - Revealing 72 Major Restructuring Failures This Year: High Failure Rate in the Semiconductor Track (Release Date:2025-12-25; Source:Sina Finance/21st Century Economic Report) Retrieval Link: https://finance.sina.com.cn/stock/marketresearch/2025-12-25/doc-inhcymnr3582933.shtml
[4] Web Search - Again Acquiring a Chip Company at a High Premium: Pathfinder Faces Four Major Risks (Release Date: Securities Times; Case Involving M&A High Premium and Goodwill Risk) Retrieval Link: https://www.stcn.com/article/detail/3526597.html
[5] Web Search - Company News Summary Page (Company News List Page at the Time of Retrieval) Retrieval Link: https://www.stcn.com/article/list/gsxw.html

(All the above sources are publicly accessible web pages, and the retrieval and access times correspond to the current tool call window.)