此乃要件 請即處理 閣下如 對本通函任何方面或應採取的行動 有任何疑問，應諮詢股票經紀或其他註冊證券 交易商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓 名下所有藥師幫股份有限公司股份，應立即將本通函連同隨附代表 委 任 表 格 送 交 買 家 或 承 讓 人 或 經 手 買 賣 或 轉 讓 的 銀 行、股 票 經 紀 或 其 他 代 理 商，以 便 轉 交買家或承讓人。 香港交易及結算所有限公司及香港聯合交易所有限公司對本通函的內容概不負責，對其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不 就 因 本 通 函 全 部 或 任 何 部 分 內 容 所產生或因依賴該等內容而引致的任何損失承擔任何責任。 YSB Inc. 藥師幫股份有限公司 （於開曼群島註冊成立的有限公司） （股份代號：9885） 本通函所述日期及時間均指香港日期及時間。 2025年4月25日 | | | | 頁 次 | | --- | --- | --- | --- | | | | 釋 義 | 1 | | 董事會函件 | | | | | 1. | | 緒 言 | 3 | | 2. ...

| 公司簡介 | 01 | | --- | --- | | 首席執行官寄語 | 06 | | 關於本報告 | 08 | | ESG 管理 | 05 | | 企業管治 | 19 | | --- | --- | | 風險管理 | 21 | | 商業道德 | 25 | | 產品安全與品質 | 31 | | --- | --- | | 價格實惠穩供應 | 43 | | 好藥普及與推廣 | 47 | | 全方位服務支持 | 53 | | 應對氣候變化 | 77 | | --- | --- | | 綠色運營 | 84 | | 綠色價值鏈 | 91 | | 供應鏈管理 | 95 | | --- | --- | | 互相成就,共同成長 | 103 | | 投身社會公益 | 115 | | ESG關鍵績效指標披露 | | --- | | ESG報告守則內容索引 | | 意見反饋表 | 2024 年度環境、社會及管治報告 公司簡介 首席執行官寄語 關於本報告 ESG 管理 穩健治理高效運營 好醫好藥普惠可及 科技賦能創新引領 雙碳引航綠色發展 夥伴責任共同發展 附錄 公司簡介 關於藥師幫 藥師幫自 2015 年成立以來，已成為中 ...

Financial Performance - Revenue for the year ended December 31, 2024, was RMB 17,903,608, representing a 5.5% increase from RMB 16,972,276 in 2023[8] - Adjusted net profit for the year was RMB 156,734, a 20.1% increase compared to RMB 130,542 in 2023[8] - The gross profit for the year was RMB 1,813,451, reflecting a 4.2% increase from RMB 1,740,923 in 2023[8] - The company declared a full-year dividend of RMB 0.075 per share, marking a return to profitability[8] - The group achieved a profit of RMB 15.1 million for the year ending December 31, 2024, compared to a loss of RMB 3,206.5 million for the year ended December 31, 2023[66] - Adjusted net profit increased by 20.1% from RMB 130.5 million for the year ended December 31, 2023, to RMB 156.7 million for the year ending December 31, 2024[69] - Cash and cash equivalents increased by 39.6% from RMB 745.7 million as of December 31, 2023, to RMB 1,041.2 million as of December 31, 2024[73] - Net cash generated from operating activities was RMB 655.9 million for the year ending December 31, 2024, compared to RMB 451.2 million for the year ended December 31, 2023[74] Business Growth and Expansion - The number of non-pharmaceutical product SKUs on the platform increased by approximately 50% during the reporting period[12] - The platform successfully onboarded around 600 traditional Chinese medicine manufacturers, enhancing product quality control from the supply chain[12] - The cumulative registered buyers exceeded 827,000, including 491,000 pharmacies and 330,000 primary medical institutions, with average monthly active buyers growing by 18.0% year-over-year[25] - The average monthly paid buyers reached 401,000, reflecting a year-over-year increase of 17.2%, with a payment rate of 92.7%[25] - The platform attracted over 15,000 upstream sellers and over 820,000 downstream buyers by the end of 2024[28] - The company completed the acquisition of 100% equity in "Yikua Pharmaceutical" for approximately RMB 1.035 billion, enhancing its proprietary brand business[15] - The company covered 330,000 grassroots medical institutions, adding over 80,000 new users compared to the previous year, with registered buyers penetrating 98.9% of counties and 91.2% of townships nationwide[46] Operational Efficiency - The company's order fulfillment efficiency improved, with same-day delivery orders increasing from 58.6% to 68.9% year-over-year[14] - The average order processing time in warehouses was about 3 hours, with cross-province delivery taking approximately 38 hours to cities and 49 hours to towns[30] - The unit fulfillment cost for same-city delivery decreased by 12.87%, while the proportion of orders delivered within half a day increased from 58.6% in 2023 to 68.9% in 2024[30] - The return rate decreased from 0.5% in the previous year to 0.4% during the reporting period[31] - The smart supply chain management system enabled an average order processing time of about 3 hours, significantly faster than the industry average, with accounts payable turnover days at approximately 66.1 days[44] Digital Transformation and Technology - The company is focusing on digital transformation and enhancing SaaS solutions, integrating AI and big data to improve system efficiency and user satisfaction[18] - The introduction of the "Spectrum Cabin" smart healthcare solution aims to enhance primary healthcare service efficiency and quality[18] - The "Spectrum Cloud Diagnosis" SaaS service had over 660 paying users by December 31, 2024, improving operational efficiency for grassroots medical institutions[40] - The company plans to enhance collaboration with upstream pharmaceutical companies to build a tighter upstream ecosystem and expand its proprietary brand product lineup[52] - The company aims to optimize its supply chain management and improve operational efficiency through advanced AI capabilities and the integration of its SaaS product matrix[52] Corporate Governance and Social Responsibility - The company is committed to ESG practices, receiving multiple awards for its social responsibility efforts during the reporting period[19] - The company is committed to social responsibility, including employee welfare and environmental protection[123] - The company is focused on strengthening its management team with professionals from diverse backgrounds in finance, technology, and corporate governance[170] - The company is actively pursuing new strategies for market expansion and product development, leveraging the expertise of its newly appointed directors[176] - The company aims to enhance its corporate governance framework by integrating the insights of its independent directors into strategic decision-making[175] Shareholder Information and Incentive Plans - The board proposed a final dividend of RMB 0.075 per share, equivalent to HKD 0.081, subject to shareholder approval at the upcoming annual general meeting[113] - The company adopted two share incentive plans during the reporting period: the 2019 Share Incentive Plan and the 2023 Share Incentive Plan, with a total of 11,775,400 new shares to be issued under these plans, representing approximately 1.79% of the company's issued shares[187] - The 2019 Share Incentive Plan has an authorization limit of 47,772,984 shares, while the 2023 Share Incentive Plan has an authorization limit of 63,235,005 new shares, with an annual cap of 2% of the total issued shares post-listing[189] - The total number of unexercised options under the 2019 Share Incentive Plan is 34,831,068 shares, which is 4.49% of the company's issued shares[189] - The company aims to align the interests of participants with those of shareholders to promote business success through these incentive plans[185]

Core Viewpoint - The Chinese pharmaceutical B2B e-commerce market has experienced rapid growth from 2015 to 2019, with sales exceeding 100 billion yuan in 2019. However, sales declined in 2020 due to the pandemic, and in 2023, sales reached 125.3 billion yuan, a year-on-year decrease of 18.16%. Future growth is expected as policies improve and the outpatient market develops [1][18]. Industry Overview - Pharmaceutical e-commerce, defined as the online trading of medical products, can be categorized into B2B, B2C, and O2O models, each serving different market segments and enhancing efficiency in the pharmaceutical distribution industry [3][4]. - The B2B model primarily serves medical institutions and pharmacies, focusing on drug procurement and distribution, while the B2C model targets end consumers [4][9]. Industry Development History - The development of pharmaceutical B2B e-commerce in China has been influenced by government policies, transitioning from a phase of prohibition to encouragement. Significant milestones include the establishment of pilot programs in 2000 and the lifting of bans in 2005, leading to a market that reached over 100 billion yuan in 2019 [6][9]. Market Size and Growth - In 2023, the total sales of the pharmaceutical distribution market reached 29.304 billion yuan, with a year-on-year growth of 7.5%. B2B sales accounted for over 70% of this market, indicating a strong demand for B2B services [14][15]. - The B2B e-commerce segment specifically generated 125.3 billion yuan in sales in 2023, representing 50.3% of the total pharmaceutical e-commerce sales [15][18]. Order and User Engagement - The number of orders in the pharmaceutical B2B e-commerce sector reached 81.68 million in 2023, a year-on-year increase of 13.49%, with a conversion rate of 97.3%. Active users on B2B platforms grew by 30.77% to 1.36 million [20][21]. Sales Structure - The sales structure of B2B e-commerce is predominantly focused on Western medicine, which accounts for 71.7% of sales, followed by traditional Chinese medicine at 21.9%. There is potential for growth in other categories as the market expands [21][24]. Key Companies - Major players in the pharmaceutical B2B e-commerce market include Jiuzhoutong, Yaoshibang, and others, which have established strong service and logistics capabilities, leading to significant customer retention [24][26][28]. Future Trends - The industry is expected to see a trend towards personalized and vertical development, with smaller companies focusing on niche markets. Additionally, B2B platforms will likely expand their service offerings to include diverse solutions for both upstream and downstream partners in the supply chain [30][31].

Summary of Conference Call Records Company and Industry Overview - The conference call discusses the pharmaceutical industry, highlighting significant changes in healthcare policies, drug procurement, and market dynamics in 2023 and 2024. The company, referred to as "钥匙帮," has adapted its business strategies to navigate these changes effectively [1][4]. Key Financial Highlights - Revenue for 2024 is projected to increase from 16.9 billion in 2023 to 17.9 billion, representing a year-on-year growth of 5.5%, which is faster than the overall industry growth [1]. - The company achieved a turnaround from a loss of 3.1 billion in 2023 to a net profit of 30 million in 2024, indicating a significant recovery [2]. - Operating cash flow is expected to rise from 451 million in 2023 to 656 million in 2024, reflecting healthier cash flow management [3]. - The company plans to distribute a cash dividend of 0.075 RMB per share, totaling 51 million RMB, marking its first cash dividend distribution [3]. Business Model and Operations - The company operates a drug trading platform that connects upstream suppliers with downstream pharmacies and clinics, enhancing transaction efficiency [4][5]. - It has developed proprietary brands and strategic partnerships to meet the differentiated needs of pharmacies, focusing on high-margin products [5][12]. - The company has expanded its reach to over 1 million grassroots medical institutions, achieving a market coverage rate of approximately 30% [7][11]. Strategic Initiatives - The company is focusing on enhancing its service capabilities by integrating AI and SaaS solutions to improve operational efficiency in grassroots healthcare [6][16]. - There is a strong emphasis on expanding the product offerings in traditional Chinese medicine, with a 33% increase in the number of clients purchasing traditional Chinese medicine products [13][14]. - The company aims to achieve a revenue target of 100 billion RMB in the next three to five years, leveraging its B2B model and expanding its market presence [28]. Market Position and Competitive Advantage - The company has established a strong foothold in the grassroots market, with over 93% of active buyers making monthly purchases, averaging 29 orders per month [22]. - The platform's commission rate has improved from 2.9% in 2021 to 3.3% in 2024, driven by an optimized transaction structure [23][24]. - The company is committed to maintaining a low logistics cost, with logistics expenses as a percentage of self-operated business revenue decreasing from 1.46% in 2023 to 1.37% in 2024 [19]. Future Outlook - The company anticipates outperforming the industry growth rate by at least 10 percentage points, aiming for a revenue growth of 15% or more if the industry grows at 5% [44]. - The strategic focus includes expanding high-margin proprietary brands and enhancing digital capabilities to support growth in the grassroots healthcare sector [45][46]. Additional Insights - The integration of AI in healthcare services is seen as a key driver for improving efficiency and expanding access to quality medical care in grassroots settings [39][40]. - The company is confident in its ability to manage cash flow effectively, with a current liquidity position exceeding 3.375 billion RMB, allowing for sustainable growth without significant capital expenditure [43]. This summary encapsulates the key points from the conference call, providing insights into the company's performance, strategic direction, and market positioning within the pharmaceutical industry.

FF305 翌日披露報表 (股份發行人 ── 已發行股份或庫存股份變動、股份購回及/或在場内出售庫存股份) 表格類別： 股票 狀態： 新提交 公司名稱： 藥師幫股份有限公司 (於開曼群島註冊成立之有限公司) ("本公司") 呈交日期： 2025年4月11日 如上市發行人的已發行股份或庫存股份出現變動而須根據《香港聯合交易所有限公司（「香港聯交所」）證券上市規則》(「《主板上市規則》」)第13.25A條 / 《香港聯合交易所有限公司GEM證券 上市規則》(「《GEM上市規則》」)第17.27A條作出披露，必須填妥第一章節 。 | 第一章節 | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 1. 股份分類 | | 普通股 | 股份類別 | 不適用 | | 於香港聯交所上市 | 是 | | | | 證券代號 (如上市) | | 09885 | 說明 | | | | | | | | A. 已發行股份或庫存股份變動 | | | | | | | | | | | 事件 | | | 已發行股份（不包括庫存股份 ...

（於 開 曼 群 島 註 冊 成 立 的 有 限 公 司） （股 份 代 號：9885） 根 據2023年股份激勵計劃授出股份獎勵 授出股份獎勵 根 據《上 市 規 則》第17.06A條，董 事 會 宣 佈，於2025年4月3日，本 公 司 根 據2023年 股份激勵計劃向獎勵承授人授出980,000股 獎 勵 股 份，涉 及980,000股 新 股 份，佔 於本公告日期已發行股份總數約0.14%（「授出獎勵」）。 授 出 獎 勵 詳 情 載 列 如 下： 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不 負 責，對 其 準 確 性 或 完 整 性 亦 不 發 表 任 何 聲 明，並 明 確 表 示，概 不 就 因 本 公 告 全部或任何部分內容所產生或因依賴該等內容而引致的任何損失承擔任何責 任。 YSB Inc. 藥師幫股份有限公司 已授出獎勵股份的 購 買 價： 零。 股份於授出日期的 收 市 價： 每股股份6.510港 元。 已 授 出 獎 勵 股 份 的 對 價： 零。 – 1 – 授 出 日 期： 2025年4月3日。 獎 勵 承 授 人 數 目： 10名 僱 員 參 與 者。 ...

自营业务方面，药师帮在药品审核环节实行总部质量管理部门、子公司质量管理员以及质量负责人的三 重审核制度。通过自行研发的线上系统实施全流程药品追溯管理，覆盖药品的采购、收货、验收、储 存、复核、销售及退货等环节，详尽记录药品的流通路径，并包含药品流向的终端药店和诊所信息。通 过这种全链路的数据追溯机制，确保了每一盒药品在流通过程中的关键信息得以记录，保障药品可追溯 性。 药师帮生态圈已成为院外医药行业的重要组成部分。截至2024年，药师帮平台入驻1.5万个上游商家， 注册药店用户49.1万家，基层医疗机构33万家，覆盖全国98.9%的县域及91.2%的乡镇；月均可售SKU达 390万个，月均活跃买家达43.3万家，每付费买家月均下单28.5次。 药师帮表示，自成立以来，药师帮始终坚持合规经营，积极落实平台主体责任，营造合规、安全、高效 的院外医药生态圈。ESG报告显示，药师帮已建立起完善的产品安全与质量审核制度。公司依据医药行 业相关的法律法规，制定了《药师帮平台采购用户注册审核制度》《商家入驻平台资质要求及审核标 准》《药师帮平台商家管理办法》等一系列管理制度。 平台业务方面，药师帮构建了全方位的商品质量管控 ...

Investment Rating - The investment rating for the company is not explicitly stated in the provided documents, but the report indicates a positive outlook based on financial performance and growth projections [1]. Core Insights - The company achieved a revenue of 17.904 billion yuan in 2024, representing a year-over-year growth of 5%. The adjusted net profit reached 157 million yuan, marking a 20% increase year-over-year, and the company declared a dividend of 0.075 yuan per share, with a payout ratio of approximately 170% [2][4]. - The self-owned brand business showed significant growth, with a monthly active buyer increase of 18%. The self-operated revenue for 2024 was approximately 16.973 billion yuan, accounting for about 95% of total revenue, with a notable 220% increase in the transaction scale of self-owned brand products [4]. - The company successfully turned a profit in 2024, with a cash flow cycle of approximately -32 days, indicating high cash turnover and efficiency. The operating cash inflow was 656 million yuan, a 45% increase year-over-year [4][5]. Financial Performance Summary - **2024 Financials**: Total revenue was 17.904 billion yuan, with a net profit of 30 million yuan. The gross margin was 10.13%, and the return on equity (ROE) was 1.29% [6][8]. - **2025-2027 Projections**: Expected revenues are 20.813 billion yuan in 2025, 23.476 billion yuan in 2026, and 26.494 billion yuan in 2027, with corresponding net profits projected at 129 million yuan, 274 million yuan, and 441 million yuan, reflecting significant growth rates [6][9]. - **Valuation Metrics**: The projected price-to-earnings (P/E) ratios for 2025, 2026, and 2027 are approximately 40.65, 19.12, and 11.90, respectively, indicating a favorable valuation trend as earnings grow [6][9].

Investment Rating - The investment rating for the company is not explicitly stated in the provided documents, but the report indicates a positive outlook based on financial performance and growth projections [1]. Core Insights - The company achieved a revenue of 17.904 billion yuan in 2024, representing a year-over-year growth of 5%. The adjusted net profit reached 157 million yuan, marking a 20% increase year-over-year, and the company declared a dividend of 0.075 yuan per share, with a payout ratio of approximately 170% [2][4]. - The self-owned brand business showed significant growth, with a monthly active buyer increase of 18%. The self-operated revenue for 2024 was approximately 16.973 billion yuan, accounting for about 95% of total revenue, with a notable 220% increase in the transaction scale of self-owned brand products [4][5]. - The company successfully turned a profit in 2024, with a cash flow cycle of approximately -32 days, indicating high cash turnover and efficiency. The operating cash inflow was 656 million yuan, a 45% increase year-over-year [4][5]. Financial Performance Summary - **2024 Financials**: Total revenue was 17.904 billion yuan, with a net profit of 30 million yuan. The gross margin was 10.13%, and the return on equity (ROE) was 1.29% [6][8]. - **2025-2027 Projections**: Expected revenues for 2025, 2026, and 2027 are approximately 20.813 billion yuan, 23.476 billion yuan, and 26.494 billion yuan, respectively, with year-over-year growth rates of 16%, 13%, and 13%. The projected net profits for the same years are 129 million yuan, 274 million yuan, and 441 million yuan, with significant growth rates of 330%, 113%, and 61% [6][8]. - **Valuation Metrics**: The projected price-to-earnings (P/E) ratios for 2025, 2026, and 2027 are approximately 40.65, 19.12, and 11.90, respectively, indicating a favorable valuation trend as earnings grow [6][8].