1. Lingyun Guang stated that the company's acquisition of JAI's industrial camera business can create synergies in technology, products, markets, and supply chains with JAI in the field of machine vision; 2. In 2022 and 2023, JAI's net income was 50.42 million yuan and 34.27 million yuan, showing a declining trend.
According to the Star Daily on November 14 (Reporter Wu Xuguang), on the evening of November 13, Lingyun Guang announced that it plans to acquire 99.95% of the shares of JAI A/S (hereinafter referred to as "JAI") controlled by JAI GROUP HOLDING ApS using cash through its wholly-owned subsidiary Peking Lingyun Guang and its wholly-owned subsidiary in Singapore, with the estimated transaction price being 0.103 billion euros.
It is reported that the scope of this acquisition includes JAI and its subsidiaries (excluding JAI Aviation ApS and JAI Inc.), which encompasses all of JAI's industrial camera business. Additionally, before or after the delivery, Lingyun Guang plans to purchase or forcibly redeem the remaining 0.05% of the shares of the target company held by minority shareholders in cash, ultimately holding 100% of the shares of the target company.
Lingyun Guang stated that the acquisition of JAI's industrial camera business is an important initiative based on strategic planning. It will promote synergies with JAI in the technology, products, markets, and supply chains related to machine vision.
JAI, as a leading enterprise in the global machine vision industry, has over fifty years of development history, headquartered in Denmark, with research and development and production in japan. It primarily engages in the design, research and development, production, and sales of industrial area scan and line scan cameras, serving multiple fields such as Industry 4.0, semiconductors inspection, food sorting, and life sciences, catering to global market demand, and maintaining a good market share in high-end markets such as Europe, America, and japan.
The Star Daily reporter noted that JAI's net income was 50.42 million yuan and 34.27 million yuan in 2022 and 2023, respectively, showing a declining trend.
According to the announcement, as of the valuation benchmark date of March 31, 2024, the total book value of assets related to JAI's industrial camera business is 37,229 thousand euros, total liabilities are 17,071 thousand euros, and owners' equity is 20,158 thousand euros.
Lingyun Guang adopted the market approach for valuation. The value of all the equity related to the acquisition of JAI's industrial camera business by the company is 104,000 thousand euros, equivalent to 798 million yuan, which is an increase in value of 83,842 thousand euros, or approximately 643.2571 million yuan, representing an increase rate of 416%.
Regarding the premium acquisition, Lingyun Guang stated that it is based on the overall situation of the target company's brand influence, technology and products, global sales channels, etc., taking full consideration of the company's business synergy. The expected transaction price for this trade is 0.103 billion euros.
The source of funds for this transaction is from self-owned or other means of raising funds, and the final transaction amount will be confirmed at the actual delivery.
Lingyun Guang, based on "vision + AI" technology, is a provider of configurable vision systems, intelligent visual equipment, and core vision device products and solutions, and is one of the earliest companies in China to enter the machine vision field.
However, it is important to note that the performance disclosed in Lingyun Guang's third quarterly report this year is not optimistic. The financial report shows that the company's revenue in the first three quarters of this year was 1.584 billion yuan, a year-on-year decrease of 17.70%; net income attributable to the parent company was 0.112 billion yuan, a year-on-year decrease of 18.74%.
In the first three quarters of this year, Lingyun Guang's net cash flow from operating activities was -0.121 billion yuan, a year-on-year decrease of 0.238 billion yuan; net cash flow from financing activities was 68.3977 million yuan, a year-on-year increase of 0.172 billion yuan; net cash flow from investment activities was -0.119 billion yuan, compared to -0.451 billion yuan in the same period last year.
As of the end of the third quarter of 2024, the company's short-term loans amounted to 80.9727 million yuan, a significant increase of 1818.83% compared to 4.2199 million yuan at the end of last year.
Economist Song Qinghui told the Science and Technology Innovation Board Daily reporter that "the substantial increase in the company's short-term loans indicates a strong dependence on short-term borrowings, which may intensify potential operational risks."