| 证券代码：603538 | 证券简称：美诺华 | 公告编号：2025-109 | | --- | --- | --- | | 转债代码：113618 | 转债简称：美诺转债 | | 宁波美诺华药业股份有限公司 关于控股子公司向全资子公司增资 暨放弃优先认购权的公告 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。 相关风险提示：本次增资对象为公司全资子公司，增资方为公司控股子 公司，风险可控；但仍可能面临宏观经济、行业发展、政策等方面的风险。公司 将积极采取相应对策和措施进行防范和控制。本次增资尚需办理相关工商变更登 记手续，办理结果以有关部门的审批意见为准。敬请广大投资者理性投资，注意 投资风险。 2025 年 11 月 12 日，公司召开第五届董事会第十九次会议，审议通过了《关 于控股子公司向全资子公司增资暨放弃优先认购权的议案》，同意控股子公司安 徽美诺华以自有资金增资方式，以 297,294,117.65 元人民币的价格认购宣城美 诺华新增注册资本 188,389,147.06 元人民币，即按照 1.58 元/注册资 ...

| | | 宁波美诺华药业股份有限公司 具体内容详见公司于上海证券交易所网（www.sse.com.cn）等指定信息披露 媒体同日披露的《关于控股子公司向全资子公司增资暨放弃优先认购权的公告》。 表决情况：同意 5 票，反对 0 票，弃权 0 票。 1 表决结果：通过。 （二）审议通过《关于不向下修正可转换公司债券转股价格的议案》 第五届董事会第十九次会议决议公告 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。 一、董事会会议召开情况 宁波美诺华药业股份有限公司（以下简称"公司"）于 2025 年 11 月 7 日通 过书面及电子邮件等方式向全体董事发出通知，提议召开第五届董事会第十九次 会议，原定审议《关于控股子公司向全资子公司增资暨放弃优先认购权的议案》。 截至公告披露日，公司股票已满足"在任意连续三十个交易日中至少有十五个交 易日收盘价低于当期转股价格 25.68 元/股的 90%（即 23.11 元/股）"的条件， 触发"美诺转债"转股价格向下修正条款，故本次会议临时增加《关于不向下修 正可转换公司债券转股价格的议案》 ...

Core Viewpoint - Meihua (603538.SH) announced a capital increase of 297 million RMB for its wholly-owned subsidiary Xuancheng Meihua to enhance production scale and optimize its industrial structure, promoting high-quality development [1] Group 1: Capital Increase Details - The capital increase will raise Xuancheng Meihua's registered capital from 196 million RMB to 384 million RMB at a price of 1.58 RMB per registered capital [1] - After the capital increase, the company will hold a 51% stake in Xuancheng Meihua, while Anhui Meihua will hold 49% [1] Group 2: Strategic Implications - The capital increase aligns with the company's overall strategic planning and aims to expand the operational scale of Xuancheng Meihua [1] - The decision to waive the preemptive subscription rights was made based on a comprehensive assessment of business strategy, capital efficiency, and potential investment needs, ensuring no harm to the interests of the company or its shareholders, especially minority shareholders [1] - Xuancheng Meihua will remain a controlled subsidiary within the company's consolidated financial statements, with no changes to the scope of consolidation [1]

Macroeconomic Insights - Global asset performance shows mixed results, with the Hang Seng Index up 1.29% and the Shanghai Composite Index up 1.08%, while developed markets like the S&P 500 fell by 1.63%[6] - In October, the U.S. ISM Manufacturing PMI declined, indicating economic slowdown, while consumer confidence continued to drop according to the University of Michigan index[7] Inflation and Prices - October CPI in China rose by 0.2% year-on-year, while PPI decreased by 2.1%, indicating a stable inflation environment with core service prices reaching their highest level since March 2024[11] - The rise in core CPI is attributed to reduced food drag and increased service contributions, with gold prices significantly impacting jewelry costs[13] Trade and Exports - In October, China's exports fell by 1.1% year-on-year, while imports grew by 1.0%, leading to a slight decrease in trade surplus[16] - The export structure shows weakness in non-U.S. markets, particularly the EU, while exports to the U.S. and ASEAN remained strong[18] Investment Strategies - The asset allocation report suggests an overweight position in Chinese A-shares and industrial commodities, with equity allocation set at 45% and bonds at 45%[22] - The report emphasizes the importance of AI industry trends and the potential for volatility in global equity markets, recommending a focus on quality assets[23] Market Dynamics - The trading activity has decreased, with turnover rates and transaction volumes declining across indices, indicating a cautious market sentiment[28] - The report highlights a decrease in northbound capital flow, with a net outflow of 2.6 billion CNY in the recent week, reflecting investor sentiment shifts[34]

Investment Rating - The report maintains a "Buy" rating for several key companies in the pharmaceutical and biotechnology sector, including WuXi AppTec, Sangamo Therapeutics, and Tigermed [2][8]. Core Insights - The report highlights a positive outlook for the pharmaceutical sector, anticipating a recovery in demand and profitability for innovative drug companies, particularly in the CRO/CDMO and life sciences upstream segments [7][14]. - The recent national medical insurance negotiations have concluded, with a focus on supporting innovative drug chains, and the new drug list is set to be implemented on January 1, 2026 [14][56]. - The report emphasizes the importance of monitoring developments in innovative therapies for breast cancer, particularly the advancements in KAT6 inhibitors and PI3K/mTOR inhibitors [15][20]. Summary by Sections Company Performance - Key companies recommended for investment include WuXi AppTec, WuXi Biologics, and Tigermed, all showing strong growth potential [2][8]. - The report notes that the pharmaceutical sector's overall market capitalization is approximately 731.50 billion, with a circulating market value of around 661.54 billion [5]. Market Trends - The report indicates that the pharmaceutical sector has experienced a decline of 2.40% recently, while the broader market (CSI 300) increased by 0.82%, suggesting a challenging environment for the sector [7][14]. - The report anticipates a gradual recovery in revenue and profit growth for the pharmaceutical sector, with a focus on innovative drugs and medical devices [14][56]. Regulatory Developments - The recent national medical insurance negotiations involved 120 companies, with 127 drugs participating in the basic medical insurance drug list negotiations [14][56]. - The introduction of a dual directory review model is expected to further support the innovative drug chain [14][56]. Innovation Focus - The report highlights the ongoing clinical trials for Celcuity's Gedatolisib and the advancements in KAT6 inhibitors by domestic companies, indicating a strong focus on innovative cancer therapies [15][20]. - The report suggests that companies like Kangchen Pharmaceutical are making significant strides in the KAT6 inhibitor space, positioning themselves competitively in the international market [53].

经中国证券监督管理委员会《关于核准宁波美诺华药业股份有限公司公开发 行可转换公司债券的批复》（证监许可[2020]2377 号）核准，2021 年 1 月 14 日， 宁波美诺华药业股份有限公司（以下简称"公司"）公开发行 52,000 万元可转换 公司债券，共发行 520 万张，每张面值 100 元，期限 6 年。2021 年 2 月 4 日起， 上述可转换公司债券在上海证券交易所挂牌交易，转债简称"美诺转债"，转债 代码"113618"。 "美诺转债"存续的起止日期为 2021 年 1 月 14 日至 2027 年 1 月 13 日，转 股期起止日期为 2021 年 7 月 20 日至 2027 年 1 月 13 日，初始转股价格为 37.47 元/股。 （二）可转换公司债券转股价格历次调整情况 | | | 宁波美诺华药业股份有限公司 关于"美诺转债"预计满足转股价格向下修正条件的提示性公告 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。 一、可转换公司债券基本情况 （一）可转换公司债券发行上市概况 1、2021 年 12 ...

Summary of the Conference Call for Meinuohua Industry and Company Overview - The conference call pertains to Meinuohua, a company engaged in the pharmaceutical industry, particularly in contract development and manufacturing organization (CDMO) services and formulation processing. Key Points and Arguments Business Growth and Financial Performance - Meinuohua's contract manufacturing business has seen significant growth, with a quarterly increase exceeding 200 million yuan in Q3 2025, and is expected to continue expanding in Q4 2025 and beyond, benefiting from partner orders and capacity planning [2][5] - In Q3 2025, the company reported a revenue increase of 17.67% year-on-year and a net profit increase of 51.66%, reaching 46.87 million yuan, indicating strong performance in the formulation sector [4] - The overall profit margin has improved due to the scale effect from processing orders, with gross margin and management expense ratio optimizing in the first three quarters of the year [8] Project Developments - The 389 project is progressing as expected, with animal model studies initiated in the US and clinical research launched domestically. Collaboration with Italian partners has led to successful overseas process replication and small-scale production for safety trials in Europe [6] - The collaboration with Merck in the veterinary medicine sector is entering a commercial order phase, with significant revenue expected to begin in 2026 [11] Future Projections - The company aims for a net profit margin of over 10% by 2026, supported by increased orders and profit growth anticipated in the coming year [12] - New formulation capacity is being added, with a total planned capacity of 4.5 billion tablets, and two new production lines expected to be operational by 2025, with further growth anticipated in 2026 [18] CDMO Business Insights - Merck remains the most important client for Meinuohua's CDMO business, with the company actively seeking new clients, including domestic ones and opportunities related to mRNA [3][20] - The API (Active Pharmaceutical Ingredient) prices are currently at a low point, but the downward trend has halted, and the company expects to maintain stable output and growth in the coming years [15] Innovation and New Product Development - The company is focusing on mRNA drug development, particularly in chronic disease treatments, and is exploring new drug research in hypertension and hyperlipidemia [9] - The GH389 delivery platform is being developed for multiple applications beyond weight loss, with ongoing clinical trials and plans to explore cancer and targeted therapies [14] Capital Expenditure and Production Capacity - There are no significant capital expenditure plans, with a stable transition of assets expected. The company has a relatively small ongoing project pipeline [18] - The small packaging production line has achieved high utilization rates, and new production lines are planned to meet customer demand [13] Overall Outlook - Meinuohua anticipates a stable performance in API business while expecting substantial growth in formulation business, with a balanced contribution from both sectors in the future [16] - The company is optimistic about its growth trajectory, aiming to achieve a second growth curve through innovation and stable traditional business growth [21]

Core Insights - As of October 27, a total of 119 stocks in the Shanghai and Shenzhen markets have experienced net financing inflows for five consecutive days or more [1] - The stocks with the longest streak of net financing inflows are Zhongxin Bo and Jifeng Co., both achieving this for ten consecutive trading days [1] - Other notable stocks with significant net financing inflows include Shenzhou Taiyue, Zhongxin Heavy Industry, Daimai Co., Huaten Technology, Xusheng Group, New Industry, Dazhu CNC, and Meinuohua [1]

Core Viewpoint - The company, Ningbo Meinuo Pharmaceutical Co., Ltd., has released its third-quarter report for 2025, ensuring the accuracy and completeness of the information provided [2][8]. Financial Data - The third-quarter financial statements have not been audited [3]. - The report includes major accounting data and financial indicators, with specific emphasis on non-recurring gains and losses [4][5]. Board Meeting - The company's 18th meeting of the 5th Board of Directors was held on October 27, 2025, with all five directors present, complying with relevant laws and regulations [9]. - The meeting approved the 2025 third-quarter report, which was reviewed by the audit committee prior to submission [10][11]. Voting Results - The resolution to approve the third-quarter report received unanimous support, with all five votes in favor and no opposition or abstentions [12][13].

Core Viewpoint - Meihua (603538.SH) reported a significant increase in revenue and net profit for Q3 2025, indicating strong financial performance and growth potential [1] Financial Performance - The company's operating revenue reached 439 million yuan, representing a year-on-year increase of 28.80% [1] - The net profit attributable to shareholders was 46.87 million yuan, showing a year-on-year growth of 5.78% [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 49.61 million yuan, reflecting a substantial year-on-year increase of 51.29% [1]