国泰海通证券股份有限公司 关于株洲千金药业股份有限公司 收购报告书 之 2025 年半年度持续督导意见 财务顾问 二〇二五年九月 声明 国泰海通证券股份有限公司（以下简称"国泰海通"、"本财务顾问"）接 受委托，担任株洲市国有资产投资控股集团有限公司（以下简称"株洲国投"、 "收购人"）及其一致行动人收购株洲千金药业股份有限公司（以下简称"千金 药业"、"上市公司"、"公司"）的财务顾问，依照《上市公司收购管理办法》 （以下简称"《收购办法》"）第六十九条、第七十一条、《上市公司并购重组 财务顾问业务管理办法》第三十一条等有关规定，持续督导期从千金药业公告收 购报告书至收购完成后的 12 个月止（即从 2025 年 2 月 11 日至相关股权完成过户 后的 12 个月止）。 2025 年 8 月 30 日，千金药业披露了 2025 年半年度报告。结合上述 2025 年半 年度报告及日常沟通，国泰海通出具了 2025 年半年度报告（从 2025 年 4 月 1 日至 2025 年 6 月 30 日，以下简称"本持续督导期"）的持续督导意见（以下简称"本 意见"）。本意见所依据的文件、书面资料等由收购人及其一致行 ...

本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 为进一步加强与投资者的互动交流，株洲千金药业股份有限公司 （以下称"公司"）将参加由中国证券监督管理委员会湖南证监局、 湖南省上市公司协会和深圳市全景网络有限公司联合举办的"资本聚 三湘 楚光耀新程——2025 年湖南辖区上市公司投资者网上集体接 待日暨半年度业绩说明会"活动，现将有关事项公告如下： 证券代码：600479 证券简称：千金药业 公告编号：2025-046 株洲千金药业股份有限公司 关于参加 2025 年湖南辖区上市公司投资者 网上集体接待日暨半年度业绩说明会活动的公告 2025 年 9 月 12 日 本次活动将采用网络远程的方式举行，投资者可登录"全景路演" 网站（https://rs.p5w.net），或关注微信公众号：全景财经，或下 载全景路演 APP，参与本次互动交流，活动时间为 2025 年 9 月 19 日 （星期五）14:00-17:00。届时公司高管将在线就公司 2024 年至 2025 年半年度业绩、经营状况等投资者关心的问题，与投资者进行沟通与 ...

资料来源：公司数据、招商证券 增持（维持） 证券研究报告 | 公司点评报告 2025 年 09 月 05 日 千金药业（600479.SH） 医药工业稳健增长，盈利能力提升 消费品/生物医药 2025 年上半年，公司实现营业收入 18.18 亿元，同比下降 5.52%；归母净利润 1.28 亿元，同比增长 8.50%；扣非归母净利润 1.18 亿元，同比增长 6.58%。 其中 2025Q2 实现营业收入 8.13 亿元，同比下降 11.97%；归母净利润 0.75 亿 元，同比增长 4.26%。 ❑ 风险提示：政策风险、研发失败、市场竞争加剧、中药材价格上涨风险等。 财务数据与估值 | 会计年度 | 2023 | 2024 | 2025E | 2026E | 2027E | | --- | --- | --- | --- | --- | --- | | 营业总收入(百万元) | 3798 | 3630 | 3613 | 3923 | 4233 | | 同比增长 | -6% | -4% | -0% | 9% | 8% | | 营业利润(百万元) | 462 | 332 | 431 | 540 | 646 | ...

Group 1 - The core viewpoint of the news is that Qianjin Pharmaceutical (600479) reported a decline in total revenue but an increase in net profit for the first half of 2025 compared to the same period in 2024 [1] - The total revenue for the first half of 2025 was 1.818 billion yuan, a decrease of 5.52% year-on-year, while the net profit attributable to shareholders was 128 million yuan, an increase of 8.5% year-on-year [1] - In Q2 2025, the total revenue was 813 million yuan, down 11.97% year-on-year, but the net profit attributable to shareholders was 74.57 million yuan, up 4.26% year-on-year [1] Group 2 - The gross profit margin increased by 10.63% year-on-year to 49.97%, and the net profit margin increased by 23.57% year-on-year to 9.57% [1] - Total expenses (selling, administrative, and financial) amounted to 602 million yuan, accounting for 33.11% of revenue, which is an increase of 14.71% year-on-year [1] - The company's cash flow per share improved by 42.59% year-on-year, reaching -0.1 yuan, while earnings per share increased by 8.46% to 0.3 yuan [1] Group 3 - The company's return on invested capital (ROIC) was 8.46%, indicating average capital returns, with a historical median ROIC of 10.79% over the past decade [3] - The business model relies heavily on research and marketing, necessitating a detailed examination of the underlying drivers [3] - The cash flow situation is a concern, with cash and cash equivalents to current liabilities ratio at 69.05%, and accounts receivable to profit ratio at 148.04% [3]

Core Insights - The company reported a slight decline in revenue but an increase in net profit, showcasing resilience in a challenging market environment [1] - The core pharmaceutical segment performed well, with significant growth in revenue and profit, particularly in the health products division [1] - The company is heavily investing in R&D and digital transformation to enhance operational efficiency and competitive advantage [2][3] Financial Performance - In the first half of 2025, the company achieved revenue of 1.818 billion yuan, a year-on-year decrease of 5.52% [1] - The net profit attributable to shareholders, excluding non-recurring gains and losses, reached 118 million yuan, reflecting a year-on-year increase of 6.58% [1] - The core pharmaceutical segment generated revenue of 1.005 billion yuan, up 6.4% year-on-year, with net profit soaring by 22.3% to 198 million yuan [1] R&D and Innovation - R&D investment increased to 138 million yuan, a 27% year-on-year rise, with R&D intensity reaching 7.6%, significantly above the industry average of 2.96% [1] - The company has 126 projects under development, including innovative traditional Chinese medicine and chemical drugs [1] Digital Transformation - The company has made significant progress in digital transformation, with a marketing intelligence platform and various automated systems enhancing operational efficiency [2] - Key production processes have seen over 50% automation in scheduling, and inventory management efficiency has improved by more than 50% [2] Talent Strategy - The establishment of 107 flexible organizations has engaged over a thousand employees, enhancing productivity across R&D, production, and marketing [2] - The company has focused on attracting top talent and facilitating knowledge exchange among technical staff, resulting in increased project output and sales efficiency [2] Mergers and Acquisitions - The company plans to invest 623 million yuan to acquire stakes in two pharmaceutical companies, aiming to strengthen its core competencies and profitability [3] - The share issuance price is set at 8.77 yuan per share, adjusted to 8.41 yuan post-dividend distribution, reflecting consideration for minority shareholders [3] Strategic Outlook - The company aims to continue its "Three New Navigation, Entering the Top 100" strategy, focusing on R&D innovation and digital transformation to optimize its business structure [3]

Core Viewpoint - The company, Qianjin Pharmaceutical, reported significant changes in its business performance for the first half of 2025, with a notable decline in revenue from traditional Chinese medicine while experiencing growth in the health products segment [3][4]. Group 1: Financial Performance - Revenue from the traditional Chinese medicine and herbal slices segment decreased by 47.91% compared to the same period last year, while the cost of goods sold in this segment fell by 46.20, attributed to market competition and fluctuations [3]. - The health products segment saw a revenue increase of 40.27% year-on-year, with a corresponding rise in cost of goods sold by 57.48%, driven by heightened demand for medical-grade sanitary products and increased promotional efforts [3]. Group 2: Corporate Governance - The board of directors and all directors confirmed the accuracy and completeness of the financial report, taking legal responsibility for any false statements or omissions [1][7]. - The company has not proposed any profit distribution or capital reserve increase during the reporting period [2]. Group 3: Mergers and Acquisitions - The company plans to acquire 28.92% of Hunan Qianjin Xiangjiang Pharmaceutical Co., Ltd. and 68.00% of Hunan Qianjin Xieli Pharmaceutical Co., Ltd. through a combination of issuing shares and cash payment [7]. - The acquisition proposal has been reviewed and approved by the Shanghai Stock Exchange's Mergers and Acquisitions Review Committee [7][8].

Core Viewpoint - Qianjin Pharmaceutical (600479.SH) reported a decline in revenue for the first half of 2025, while net profit showed growth, indicating mixed performance in financial results [1] Financial Performance - The company achieved revenue of 1.818 billion yuan, a year-on-year decrease of 5.52% [1] - The net profit attributable to shareholders was 128 million yuan, reflecting a year-on-year increase of 8.5% [1] - The net profit after deducting non-recurring gains and losses was 118 million yuan, up by 6.58% year-on-year [1] - Basic earnings per share were reported at 0.3012 yuan [1]

Group 1 - The company reported a revenue of 1,817,998,691.42 yuan for the first half of 2025, representing a year-on-year decrease of 5.52% [1] - The net profit attributable to shareholders of the listed company was 127,725,142.44 yuan, showing a year-on-year increase of 8.50% [1]

Core Viewpoint - Qianjin Pharmaceutical (600479.SH) reported a decline in revenue for the first half of 2025, while net profit showed growth, indicating mixed performance in financial results [1] Financial Performance - The company achieved revenue of 1.818 billion yuan, a year-on-year decrease of 5.52% [1] - The net profit attributable to shareholders was 128 million yuan, reflecting a year-on-year increase of 8.5% [1] - The net profit after deducting non-recurring gains and losses was 118 million yuan, up by 6.58% year-on-year [1] - Basic earnings per share were reported at 0.3012 yuan [1]

Market Overview - In August, the A-share market showed a strong upward trend, with the ChiNext Index rising over 24% and the Shanghai Composite Index surpassing 3800 points, reaching a 10-year high [1] - The STAR 50 Index experienced a significant increase of 28% during the month [1] Sector Performance - The main market focus was on computing power and semiconductor sectors, with stocks like Xinyisheng reaching historical highs and Industrial Fulian's market capitalization exceeding 1 trillion [1] - In the semiconductor sector, Cambrian's stock price doubled, surpassing Kweichow Moutai to become the "king" of A-shares [1] Individual Stock Highlights - Over 4000 stocks recorded monthly gains, with 14 stocks (excluding newly listed and ST stocks) rising over 100%, led by Gebijia from the Beijing Stock Exchange, which surged 155% [1] Bond Market Activity - In July, the bond market issued a total of 77,536.2 billion yuan in various bonds, including 12,226.5 billion yuan in government bonds and 13,496.8 billion yuan in corporate credit bonds [2][3] Banking Sector Performance - Industrial and Commercial Bank of China reported a net profit of 168.1 billion yuan for the first half of the year, a decrease of 1.4% year-on-year, with total assets exceeding 52 trillion yuan [4] - Bank of China announced a net profit of 117.59 billion yuan for the same period, down 0.9% year-on-year [5] - Agricultural Bank of China achieved a net profit of 139.5 billion yuan, reflecting a growth of 2.7% year-on-year [6] Corporate Financial Results - Hailiang Co. reported a net profit of 711 million yuan for the first half of the year, up 15.03% year-on-year, and proposed a cash dividend of 1 yuan per 10 shares [7] - Postal Savings Bank of China recorded a net profit of 49.23 billion yuan, a year-on-year increase of 0.85%, and proposed a cash dividend of 1.23 yuan per 10 shares [8] - Pianzaihuang's net profit decreased by 16.22% year-on-year to 1.442 billion yuan, with a proposed cash dividend of 14 yuan per 10 shares [9] - Haowei Group reported a net profit of 2.028 billion yuan, up 48.34% year-on-year [10] - Yuxin Technology achieved a net profit of 220 million yuan, reflecting a growth of 35.26% year-on-year [11]