--- title: "A transaction increased the market value by 7 billion" type: "News" locale: "zh-CN" url: "https://longbridge.com/zh-CN/news/272913420.md" description: "GUOXIN MICRO plans to acquire 100% equity of Ruineng Semiconductor through the issuance of shares and cash. The transaction involves 14 counterparties, with the main shareholder being Jianguang Asset. This transaction is regarded as a related party transaction and aims to fill the gap in GUOXIN MICRO's power semiconductor manufacturing. After the acquisition, GUOXIN MICRO's stock price rose, with its market value increasing from 66.96 billion yuan to 73.1 billion yuan, an increase of nearly 7 billion yuan. Ruineng Semiconductor has attempted to go public multiple times without success" datetime: "2026-01-18T14:08:49.000Z" locales: - [zh-CN](https://longbridge.com/zh-CN/news/272913420.md) - [en](https://longbridge.com/en/news/272913420.md) - [zh-HK](https://longbridge.com/zh-HK/news/272913420.md) --- > 支持的语言: [English](https://longbridge.com/en/news/272913420.md) | [繁體中文](https://longbridge.com/zh-HK/news/272913420.md) # A transaction increased the market value by 7 billion On the evening of January 14, GUOXIN MICRO disclosed a transaction proposal: the company plans to acquire 100% equity of Ruineng Semiconductor through a combination of issuing shares and cash payment. The 14 counterparties include Nanchang Jian'en, Beijing Guangmeng, Tianjin Ruixin, and Jiantou Huake, among others. Among them, the top three shareholders are Nanchang Jian'en, Beijing Guangmeng, and Tianjin Ruixin, all backed by Jianguang Asset, a large semiconductor investment institution described in the media as "able to compete with major funds," known for restructuring the "NXP Triumvirate" and Tsinghua Unigroup. In terms of the nature of the transaction, the former chairman of Ruineng Semiconductor, Li Bin, is also the chairman of the indirectly controlling shareholder of GUOXIN MICRO, New Tsinghua Group, and indirectly holds equity in Ruineng Semiconductor. This individual is also the largest investor in Jianping Technology, a shareholder of Jianguang Asset. On the other hand, Chen Jie, a director of New Tsinghua Group, also indirectly holds equity in Ruineng Semiconductor. Therefore, this transaction does not constitute a major asset restructuring but rather constitutes a related party transaction. In an ideal scenario, this will also become a win-win opportunity. Established in August 2015, Ruineng Semiconductor is a rare domestic power semiconductor company with integrated capabilities in chip design, wafer manufacturing, and packaging testing. Its core products include thyristors, power diodes, silicon carbide devices, etc., widely used in popular fields such as consumer electronics, industrial manufacturing, new energy vehicles, and photovoltaic energy storage. For GUOXIN MICRO, this acquisition is an important step to fill the gap in power semiconductor manufacturing and improve the overall industry chain layout. For Ruineng Semiconductor, this seems to be a rational choice after multiple unsuccessful attempts to enter the A-share market. Before the suspension, GUOXIN MICRO's stock price was 78.81 yuan/share, with a total market value of 66.96 billion yuan. After resuming trading on January 15, GUOXIN MICRO has already seen a limit-up, with a market value reaching 73.65 billion yuan. The latest market value after the adjustment also reached 73.1 billion yuan. In half a month, the market value increased by nearly 7 billion. **Ruineng Semiconductor's Repeated Failures to Go Public** Ruineng Semiconductor is one of the "NXP Triumvirate." In 2015, Jianguang Asset bought back the entire power device production line of NXP, which has a history of over 50 years and holds the largest global market share in thyristors, and established Ruineng Semiconductor in cooperation. With a differentiated business layout, Ruineng Semiconductor has always regarded landing on the A-share market as an important goal. However, from its first attempt to enter the Sci-Tech Innovation Board in 2020 to the suspension of its listing plan on the Beijing Stock Exchange in 2024, three attempts to go public have all ended in failure. This is constrained not only by the inherent shortcomings of the company's equity structure but also by multiple influences from industry cycles and changes in the capital market environment. In August 2020, Ruineng Semiconductor made its first attempt to enter the A-share market, and its IPO application for the Sci-Tech Innovation Board was accepted by the Shanghai Stock Exchange. At that time, the company planned to publicly issue no more than 30.1 million shares, raising 673 million yuan, which corresponded to a pre-issue valuation of 2.011 billion yuan based on the upper limit of the issue, with an issue price of about 22.35 yuan/share. However, during the review process, the Shanghai Stock Exchange's inquiries focused on core issues such as the lack of a de facto controller, changing suppliers, and trade revenue, which directly touched on the capital market's core requirements for the company's standardization and profitability stability. Ultimately, Ruineng Semiconductor voluntarily withdrew its IPO application documents After the first IPO failed, Ruineng Handao chose to enter the A-share market through a reverse merger. In December 2021, Konggang Co., Ltd. announced its intention to acquire a controlling or full stake in Ruineng Handao by issuing shares, while planning to sell its own construction engineering and other related assets and liabilities, constituting a significant asset restructuring and reverse merger transaction. However, this seemingly feasible shell transaction lasted only a week before Konggang Co., Ltd. announced the termination of the restructuring plan. The market speculated that the two parties failed to reach an agreement on core terms such as transaction price and asset divestiture pace. The two failed attempts to enter the A-share market did not dampen Ruineng Handao's desire to go public. In January 2023, Ruineng Handao was listed on the New Third Board and successfully entered the innovation layer. When listing on the New Third Board, Ruineng Handao stated that it would submit an application to the Beijing Stock Exchange within 18 months. Just when the market thought Ruineng Handao's path to the Beijing Stock Exchange was about to be smooth, the company suddenly adjusted its strategy, stating that it would optimize its issuance and listing plan in line with its strategic planning. As the completion letter for the listing guidance acceptance expired, Ruineng Handao missed the opportunity to list on the Beijing Stock Exchange again. The three obstacles to going public are not coincidental; from the company's own financial data, performance fluctuations are a significant constraint. Financial data shows that from 2022 to the first half of 2025, Ruineng Handao's operating revenue was 1 billion yuan, 833 million yuan, 786 million yuan, and 441 million yuan, showing a continuous decline; net profit attributable to shareholders was 116 million yuan, 101 million yuan, 20 million yuan, and 30 million yuan, with significant fluctuations in profitability. The lack of a controlling shareholder in the equity structure is another major obstacle on Ruineng Handao's path to listing. As mentioned at the beginning, the top three shareholders of Ruineng Handao—Nanchang Jianen, Beijing Guangmeng, and Tianjin Ruixin—are all private equity funds, holding a total of 71.11% of the shares, all pointing to Jianguang Asset. Jianguang Asset's company articles stipulate that no single shareholder has independent decision-making power over its board of directors and daily operations, resulting in Ruineng Handao being in a state of no actual control. In the A-share market's review logic, companies without actual controllers often face doubts regarding decision-making efficiency and equity stability. In some project exit stages, this is precisely the challenge faced by Jianguang Asset, as evidenced by the similarly tortuous exit process from the NXP restructuring. **The Surge of Semiconductor Mergers and Acquisitions** After the introduction of the "Six Merger and Acquisition Guidelines" in September last year, a wave of mergers and acquisitions in the semiconductor industry surged. According to CVSource data from Touzhong Jiachuan, the total amount of semiconductor mergers and acquisitions in China is expected to reach 279.665 billion yuan by 2025, with as many as 496 cases, although there are also 32 failed cases, but both the number of cases and the amount have reached historical highs. From an industry perspective, power semiconductors, as core components for power conversion and circuit control, are key supports for the development of emerging industries such as new energy vehicles, photovoltaic energy storage, and industrial automation, with sustained strong market demand, making them a popular track for mergers and acquisitions in the semiconductor industry. Looking closely at this transaction, as a leading comprehensive integrated circuit company in China, GUOXIN MICRO focuses on special integrated circuits and intelligent security chips. Although it has certain technological reserves in the power semiconductor field, it has not yet formed a large-scale layout. By acquiring Ruineng Handao, it can quickly fill the gaps in the manufacturing process, integrate the power semiconductor product matrix, and improve the full industry chain layout from design to manufacturing and packaging testing At the same time, leveraging the global sales network and technological reserves of Ruineng Semiconductor, GUOXIN MICRO can also take the opportunity to enter high-growth markets such as new energy vehicles. Unlike previous cross-industry acquisitions by non-semiconductor companies, in 2025, the number of cross-industry acquisition activities in the semiconductor industry decreased year-on-year, with asset integration and strategic cooperation becoming the main objectives. Cases of industry leaders completing vertical mergers to enhance their industrial chain layout have increased. The acquisition of Ruineng Semiconductor by GUOXIN MICRO is a typical case of vertical integration. The two parties have strong synergies in customer resources, supply chain management, and technology research and development. If resource integration can be successfully achieved, it is expected to quickly enhance market penetration in the industrial and automotive electronics sectors. Of course, the competition in the power semiconductor industry is fierce, with domestic and foreign companies increasing their investments. If the performance fluctuations and declining gross margins of Ruineng Semiconductor cannot be improved through integration, this transaction may fall short of expectations. Behind this wave of mergers and acquisitions, the divergence in valuations between the primary and secondary markets is becoming a reason for some failed acquisitions. Back in 2021, the semiconductor industry was still in an upward cycle, with corporate valuations soaring and an average price-to-earnings ratio reaching 291 times. As the industry's prosperity declines, the average valuation in 2024 is expected to drop to 53 times. Considering the differences in entry costs across different industry cycles, it is often difficult for both parties to reach an agreement on the transaction price. For example, in December 2025, in the acquisition case of Chipone Technology and Zhudian Semiconductor, the target valuation was 950 million yuan, significantly discounted from the post-investment valuation of 3.6 billion yuan when it was planned for listing in 2023. As for Ruineng's current valuation, the acquisition proposal did not provide specific data, but considering its special relationship with GUOXIN MICRO, completing the industrial closed loop from fabless to IDM is the hard truth. However, it is worth noting that the acquisition proposal also procedurally indicates that "this acquisition still has significant uncertainties," which is not an empty statement, as many strategic mergers and even major asset restructurings have already been marked with a "termination" last year. 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