Core Viewpoint - The China Securities Regulatory Commission (CSRC) has requested additional materials from Mandi International regarding its IPO application, focusing on the compliance of its offshore structure and reverse mergers, as well as the identification of controlling shareholders and trust arrangements [1][2][3] Group 1: Compliance and Regulatory Requirements - The CSRC requires Mandi International to clarify the compliance of its offshore structure and reverse investment, including details on foreign exchange management, overseas investment, foreign investment, and tax management [1] - The company must provide a conclusive opinion on the pricing basis, payment methods, and compliance of acquiring domestic operating entity shares, as well as tax declaration and payment status of transfer parties [1] - The CSRC is particularly interested in the trust arrangements involving the controlling shareholders, requiring detailed disclosure of trust agreements and the rights and obligations of all parties involved [2][3] Group 2: Business Overview and Market Position - Mandi International, formerly known as Zhejiang Wansheng Pharmaceutical, was acquired by 3SBio for 528 million yuan in 2015, subsequently establishing an offshore listing structure [3] - The company focuses on the hair health sector, with its flagship product, Mandi® minoxidil hair loss treatment, leading the Chinese market for ten consecutive years, holding approximately 57% and 71% market shares in the hair loss drug and minoxidil markets respectively by 2024 [3] Group 3: Financial Performance - Mandi International's revenue for the years 2022 to 2024 was 982 million yuan, 1.228 billion yuan, and 1.455 billion yuan, with a compound annual growth rate of 21.7% [4] - The net profit for the same period was 202 million yuan, 341 million yuan, and 390 million yuan, with a gross margin consistently above 80%, reaching 82.7% in 2024 [4] - Sales expenses have increased significantly, reaching 375 million yuan in the first half of 2025, accounting for over 50% of revenue, attributed to business expansion and marketing activities [5] Group 4: Revenue Dependency and Dividend Policy - Mandi International's revenue is heavily reliant on the Mandi® series, which accounted for over 90% of total revenue during the reporting period [5] - The company experienced a slowdown in revenue growth in the first half of 2025, with a significant increase in revenue contribution from minoxidil foam, rising from 10.6% in 2024 to 38.7% [5] - The company has distributed substantial dividends prior to its IPO, totaling 1.42 billion yuan from 2022 to 2024, exceeding total profits for the same period [5]

Group 1 - The China Securities Regulatory Commission (CSRC) has issued supplementary material requirements for 13 companies, including Mandii International, regarding compliance issues related to offshore structures and reverse mergers [1][2] - Mandii International has submitted its application to the Hong Kong Stock Exchange for a main board listing, with Huatai International as its exclusive sponsor [1] - Mandii International is a leading professional consumer pharmaceutical company in China, focusing on comprehensive and long-term solutions for skin health and weight management, particularly in the hair health sector [3] Group 2 - Mandii International's flagship product, the Mandii series minoxidil hair loss treatment, has ranked first in the Chinese hair loss medication market and minoxidil drug market for ten consecutive years since 2014, with market shares of approximately 57% and 71% respectively in 2024 [3]

Group 1 - The China Securities Regulatory Commission (CSRC) has issued supplementary material requirements for 13 companies, including Mandii International, regarding compliance with offshore structures and reverse mergers [1][2] - Mandii International has submitted its application to the Hong Kong Stock Exchange, with Huatai International as its sole sponsor [1] - The CSRC has requested Mandii International to clarify the compliance of its offshore structure and reverse investment, including foreign exchange management and tax compliance [2] Group 2 - Mandii International is a leading professional consumer pharmaceutical company in China, focusing on skin health and weight management solutions [3] - The company's flagship product, the Mandii® series minoxidil hair loss treatment, has ranked first in the Chinese hair loss medication market for ten consecutive years, with market shares of approximately 57% and 71% in 2024 for the hair loss medication and minoxidil markets, respectively [3]

Core Viewpoint - The article discusses the financial performance and market position of Mandi International, a leading player in the hair loss treatment market, highlighting its high profit margins and concerns regarding its reliance on a single product and marketing expenses [2][11]. Group 1: Financial Performance - Mandi International has achieved an annual revenue of 1.4 billion RMB with a gross margin exceeding 80%, primarily driven by its flagship product, minoxidil [2][4]. - The company's gross margin has remained stable above 80% from 2022 to 2024, reaching 82.7% in 2024, indicating a strong profitability compared to other industries [3][4]. - Revenue has shown significant growth, increasing from 982 million RMB in 2022 to 1.455 billion RMB in 2024, with a notable revenue of 743 million RMB in the first half of 2024 [4]. Group 2: Marketing and R&D Concerns - Mandi International's growth is heavily dependent on high marketing expenditures, which rose from 476 million RMB in 2022 to 634 million RMB in 2024, with marketing costs exceeding 50% of revenue at times [5][11]. - The company's R&D spending has significantly decreased, with only 19.5 million RMB allocated in the first half of 2025, a 67% drop year-on-year, and R&D expenses accounting for less than 3% of revenue [6][11]. - The product portfolio is highly concentrated, with over 90% of revenue coming from minoxidil products, raising concerns about the sustainability of growth [6][11]. Group 3: IPO and Dividend Strategy - Mandi International is preparing for an IPO to become the first publicly listed company in the hair loss treatment sector, with significant pre-IPO dividend distributions totaling 1.42 billion RMB, exceeding its net profits during the same period [9][11]. - The company's strategy of distributing large dividends while seeking to raise funds through an IPO has led to skepticism regarding its financial needs and intentions in the capital market [11].

香 港 聯 合 交 易 所 有 限 公 司 與 證 券 及 期 貨 事 務 監 察 委 員 會 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 而 產 生 或 因 依 賴 該 等 內 容 而 引 致 的 任 何 損 失 承 擔 任 何 責 任。 Mandi Inc. 蔓迪國際 曼 群 島 註 冊 成 立 的 有 限 公 警 告 本公告乃根據香港聯合交易所有限公司（「聯交所」）及證券及期貨事務監察委 員 會（「證監會」）的 要 求 而 刊 發，僅 用 作 為 香 港 公 眾 人 士 提 供 資 訊。 閣下閱覽本公告，即代表 閣下知悉、接納並向Mandi Inc.（蔓迪国际）（「本公司」）、 其 獨 家 保 薦 人、獨 家 保 薦 人 整 體 協 調 人、整 體 協 調 人、顧 問 或 承 銷 團 成 員 表 示 同 意： – 1 – （於 開 – 2 – (e) 本公告（及 其 所 載 資 料）僅 供 參 考，並 不 構 成 或 組 成 在 美 國（包 括 其 領 ...

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The Stock Exchange of Hong Kong Limited and the Securities and Futures Commission take no responsibility for the contents of this Application Proof, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this Application Proof. Application Proof of (a) this document is only for the purpose of providing information about the Company to the public in Hong Kong and ...

香港聯合交易所有限公司與證券及期貨事務監察委員會對本申請版本的內容概不負責，對其準確性或完整性亦 不發表任何意見，並明確表示概不就因本申請版本全部或任何部分內容而產生或因倚賴該等內容而引致的任何 損失承擔任何責任。 Mandi Inc. 蔓迪國際 （於開曼群島註冊成立的有限公司） 的申請版本 警 告 本申請版本乃根據香港聯合交易所有限公司（「聯交所」）及證券及期貨事務監察委員會（「證監會」）的要求而刊發， 僅用作提供資料予香港公眾人士。 本申請版本為草擬本，其內所載資料並不完整，亦可能會作出重大變動。 閣下閱覽本文件，即代表 閣下知悉、 接納並向Mandi Inc.（蔓迪国际）（「本公司」）、其獨家保薦人、整體協調人、顧問或承銷團成員表示同意： 本公司招股章程根據香港法例第32章 公 司（清 盤 及 雜 項 條 文）條 例 送 呈 香 港 公 司 註 冊 處 處 長 登 記 前，本 公 司 不 會 向 香 港 公 眾 人 士 提 出 要 約 或 邀 請。倘 於 適 當 時 候 向 香 港 公 眾 人 士 提 出 要 約 或 邀 請，有 意 投 資 者 務 請 僅 依 據 呈 交 香港公司註冊處處長註冊的本公司 ...