北京市嘉源律师事务所 关于上海微创心脉医疗科技（集团）股份有限公司 2025 年第二次临时股东会的法律意见书 西城区复兴门内大街 158 号远洋大厦 4 楼 中国 · 北京 ิ้ YUAN LAW OFFICES 北京 BEIJING · 上海 SHANGHAI · 深圳 SHENZHEN · 香港 HONG KONG · 广州 GUANGZHOU · 西安 XI'AN 致:上海微创心脉医疗科技(集团)股份有限公司 北京市嘉源律师事务所 关于上海微创心脉医疗科技(集团) 股份有限公司 2025年第二次临时股东会的法律意见书 嘉源(2025)-04-983 北京市嘉源律师事务所(以下简称"本所")接受上海微创心脉医疗科技(集 团)股份有限公司(以下简称"公司")的委托,根据《中华人民共和国公司法》 (以下简称"《公司法》")《上市公司股东会规则》(以下简称"《股东会规则》") 等现行有效的法律、行政法规、部门规章、规范性文件(以下简称"法律法规") 以及《上海微创心脉医疗科技(集团)股份有限公司章程》(以下简称"《公司章 程》"）的有关规定,指派本所律师对公司 2025年第二次临时股东会(以下简称 "本次股东会 ...

Group 1 - The core viewpoint of the article highlights the financial performance and stock movement of Xinmai Medical (688016) as of December 30, 2025, with a closing price of 91.6 yuan, reflecting a decline of 1.01% [1] - The company reported a main revenue of 1.015 billion yuan for the first three quarters of 2025, showing a year-on-year increase of 4.66%, while the net profit attributable to shareholders decreased by 22.46% to 429 million yuan [2] - In Q3 2025, the company achieved a single-quarter main revenue of 300 million yuan, a significant year-on-year increase of 64.68%, but the net profit attributable to shareholders fell by 23.63% to 114 million yuan [2] Group 2 - The company has a debt ratio of 15.85% and reported investment income of 11.6 million yuan, with financial expenses recorded at -7.8584 million yuan, indicating a strong financial position [2] - The gross profit margin for Xinmai Medical stands at 70.4%, reflecting the company's efficiency in managing production costs [2] - Over the past 90 days, 7 institutions have provided ratings for the stock, with 6 buy ratings and 1 hold rating, and the average target price set by institutions is 136.03 yuan [2]

Investment Rating - The report suggests a positive investment outlook for the medical device sector, particularly in brain-computer interface devices, which are expected to see accelerated commercialization due to supportive policies [1][3]. Core Insights - Recent policies have significantly increased support for innovation in medical devices, with the National Medical Products Administration actively promoting faster market entry for brain-computer interface devices, indicating a diverse application landscape and substantial future potential [1][3]. - The pharmaceutical sector is witnessing positive developments, such as GSK's approval of mepolizumab for a new indication in COPD patients, marking it as the first monthly administered biologic in China, which is expected to reduce the annual incidence of severe exacerbations significantly [1][32]. - The report highlights the approval of Wegovy® tablets in the U.S. for weight management, emphasizing its potential impact on the market as the first oral GLP-1 receptor agonist for this purpose [37][40]. Summary by Sections Pharmaceutical Sector - Mepolizumab has been approved for COPD treatment in China, with a monthly dosing schedule, targeting a significant patient population [1][32]. - The A/H share innovation drug sector maintains high activity levels, with new drug approvals and cross-border transactions remaining robust [16][28]. Biologics - Wegovy® tablets have been approved in the U.S. for weight management, showing similar weight loss efficacy to its injectable counterpart, with a significant portion of participants achieving substantial weight loss [37][40]. CXO and Pharmaceutical Supply Chain - The CXO sector continues to show upward momentum, supported by a stable order backlog, with November financing levels slightly above the annual average [44][46]. Medical Devices - The centralized procurement process for high-value medical consumables is progressing steadily, with high selection rates in multiple rounds of bidding, indicating a favorable environment for leading domestic companies [2][52]. Retail Pharmacy - The industry is undergoing a consolidation phase, with leading companies expected to benefit from increased market share through mergers and acquisitions [2][3]. Medical Services and Consumer Healthcare - Aier Eye Hospital's acquisition of 39 institutions for 960 million yuan strengthens its market position, with the acquired entities showing signs of financial recovery [2][3].

Core Viewpoint - The stock of Xinmai Medical (688016) has shown a slight increase of 1.44% on December 25, 2025, closing at 93.88 yuan, with mixed capital flows indicating a net outflow from major and retail investors, while the stock remains well-positioned in the medical device industry based on key financial metrics [1][3]. Financial Performance - For the first three quarters of 2025, Xinmai Medical reported a main business revenue of 1.015 billion yuan, a year-on-year increase of 4.66%, while the net profit attributable to shareholders was 429 million yuan, a decrease of 22.46% [3]. - The third quarter of 2025 saw a single-quarter main business revenue of 300 million yuan, a year-on-year increase of 64.68%, but the net profit attributable to shareholders decreased by 23.63% to 114 million yuan [3]. Capital Flow Analysis - On December 25, 2025, the net outflow of major funds was 1.2198 million yuan, accounting for 1.32% of the total transaction amount, while retail investors saw a net inflow of 4.1196 million yuan, representing 4.46% of the total transaction amount [1][2]. - Over the past five days, the stock has experienced fluctuations in capital flow, with significant net outflows from major and speculative funds on certain days, indicating varying investor sentiment [2]. Industry Positioning - Xinmai Medical's total market capitalization stands at 11.572 billion yuan, with a net asset value of 3.982 billion yuan, and a net profit of 429 million yuan, positioning it favorably compared to the industry averages [3]. - The company has a gross margin of 70.4% and a net margin of 41.69%, ranking it second in the industry for net margin, indicating strong profitability relative to peers [3]. Analyst Ratings - In the last 90 days, eight institutions have provided ratings for Xinmai Medical, with six buy ratings and two hold ratings, and the average target price set at 136.03 yuan [4].

Macro Research - The core viewpoint of the report indicates that the US economy showed resilience in Q3 2025, with a GDP growth rate of 4.3%, surpassing expectations of 3.3% and the previous value of 3.8% [3][20] - Key drivers of this resilience include strong personal consumption, increased public spending, and enhanced export contributions, with capital market wealth effects supporting consumer spending [3][20] - The report highlights a "K" shaped economic divergence, characterized by income disparities affecting consumption, varying business conditions between large and small enterprises, and differences in investment growth between new and old economies [4][21] Strategy Research - The report emphasizes that Chinese companies are entering a new phase of globalization, aiming to capture high-value segments of the global value chain [9][25] - It notes that the acceleration of Chinese enterprises going abroad is a strategic response to rising domestic costs and tightening external market access, which is essential for high-quality development [9][25] - The report predicts that the demand for capital goods in China will remain strong, driven by industrialization and infrastructure investment in emerging markets [11][27] Biopharmaceutical Research - The report discusses the release of the sixth batch of medical device procurement documents, indicating a moderate expected price drop and a favorable situation for domestic manufacturers to increase market share [13][29] - It provides specific data on the expected demand for various medical devices, highlighting the market shares of different companies in the procurement process [30][32] - The report maintains a "buy" rating for companies likely to benefit from the procurement, such as Lepu Medical and Mindray Medical [29][30]

Core Viewpoint - The stock of Xinmai Medical (688016) has shown fluctuations in trading performance, with a recent closing price of 92.55 yuan, reflecting a 1.18% increase on December 24, 2025, amidst varying capital flows from different investor categories [1][2]. Group 1: Stock Performance and Capital Flow - On December 24, 2025, Xinmai Medical's stock closed at 92.55 yuan, with a trading volume of 7550 lots and a total transaction value of 69.46 million yuan [1]. - The net inflow of main funds was 1.87 million yuan, accounting for 2.69% of the total transaction value, while retail investors experienced a net outflow of 0.46 million yuan, representing 0.67% of the total [1]. - Over the past five days, the stock has seen significant fluctuations, with a peak net inflow of 2.99% on December 19, 2025, and a notable net outflow of 18.12% on December 23, 2025 [2]. Group 2: Financial Metrics and Industry Comparison - Xinmai Medical's total market capitalization is 11.408 billion yuan, slightly above the industry average of 10.878 billion yuan, ranking 28th out of 125 companies in the medical device sector [3]. - The company reported a net profit of 429 million yuan, significantly higher than the industry average of 210 million yuan, ranking 16th in the industry [3]. - The gross profit margin for Xinmai Medical stands at 70.4%, well above the industry average of 51.02%, indicating strong profitability [3]. Group 3: Recent Ratings and Analyst Outlook - In the last 90 days, eight institutions have rated Xinmai Medical, with six giving a "buy" rating and two an "accumulate" rating, suggesting a generally positive outlook [4]. - The average target price set by institutions over the past 90 days is 136.03 yuan, indicating potential upside from the current trading price [4].

Group 1 - The core viewpoint of the news is that Xinmai Medical (688016) has shown mixed financial performance in its recent quarterly report, with revenue growth but a decline in net profit [2] - As of December 22, 2025, Xinmai Medical's stock closed at 92.76 yuan, with a slight decrease of 0.04% and a trading volume of 7417 lots, amounting to a total transaction value of 68.92 million yuan [1] - In the recent funding flow data, there was a net outflow of 0.96 thousand yuan from main funds, while retail investors experienced a net outflow of 325.15 thousand yuan, indicating a shift in investor sentiment [1] Group 2 - For the first three quarters of 2025, Xinmai Medical reported a main revenue of 1.015 billion yuan, reflecting a year-on-year increase of 4.66%, while the net profit attributable to shareholders decreased by 22.46% to 429 million yuan [2] - The third quarter of 2025 saw a significant increase in revenue, reaching 300 million yuan, which is a 64.68% year-on-year growth, although the net profit for the quarter still declined by 23.63% to 114 million yuan [2] - The company has a debt ratio of 15.85% and a gross profit margin of 70.4%, indicating a strong financial position despite the profit decline [2]

Group 1 - The company's domestic business is progressing steadily, while its international subsidiary Lombard is expected to turn profitable this year. The improvement in profitability is attributed to enhanced production efficiency and a domestic raw material utilization rate exceeding 85%, leading to an anticipated overall gross margin recovery to over 70% for the year [4]. - In Q3 2025, the company's revenue grew by 64.68% year-on-year, primarily due to a low base effect from the previous year when major products were impacted by price governance. However, profit declined year-on-year mainly due to product price adjustments. The overseas business has become a significant growth engine, with revenue growth exceeding 65% in the first three quarters, now accounting for 18% of total revenue, and the overall gross margin for overseas operations has improved to 50% [4]. Group 2 - The company is continuously optimizing its R&D investment structure to enhance the R&D output ratio. Significant progress has been made across various product pipelines, providing momentum for medium to long-term development. The Hector thoracic aortic multi-branch stent system successfully completed the first pre-market clinical implantation in November. Other products, such as the Aegis II abdominal aortic stent system and IBD iliac branch stent, are progressing as planned. Key peripheral products are expected to receive approval for market launch within the next year [5].

Investment Rating - The report maintains a "No Rating" status for the company [5] Core Insights - Domestic business is progressing steadily while international business is experiencing rapid growth. The subsidiary Lombard is expected to turn profitable this year. The company's gross margin is anticipated to recover to over 70% for the year, driven by improved production efficiency and a domestic raw material utilization rate exceeding 85% [1] - In Q3 2025, revenue grew by 64.68% year-on-year, primarily due to a low base effect from the previous year. However, profit declined year-on-year mainly due to product price adjustments. The overseas business has become a significant growth driver, with revenue growth exceeding 65% in the first three quarters, accounting for 18% of total revenue, and an overall gross margin of 50% for international operations [1] - The R&D pipeline is progressing steadily, with several key products expected to be launched soon. The Hector thoracic aortic multi-branch stent system has successfully completed its first clinical implantation in November, and other products are on track for approval within the next year [2] Financial Forecasts and Valuation - The company is a leader in the domestic aortic and peripheral intervention fields. Revenue in Q3 2025 achieved high growth from a low base, with ongoing expansion in overseas and peripheral businesses. The net profit forecasts for 2025 and 2026 have been adjusted downwards to 633 million and 705 million yuan respectively, with a new forecast for 2027 at 848 million yuan. The net profit growth rates for 2025 to 2027 are projected at 26.0%, 11.4%, and 20.3% respectively. The current stock price corresponds to a PE ratio of approximately 16 times for 2026 [3][4]

最新公告列表 《心脉医疗：2025年第二次临时股东会会议资料》 以上内容为证券之星据公开信息整理，由AI算法生成（网信算备310104345710301240019号），不构成 投资建议。 截至2025年12月18日收盘，心脉医疗（688016）报收于92.49元，较前一交易日下跌0.05%，最新总市值 为114.01亿元。该股当日开盘92.53元，最高92.77元，最低91.72元，成交额达7333.76万元，换手率为 0.64%。 近日，心脉医疗发布公告称，公司董事会于2025年12月15日收到董事长Jonathan Chen先生和董事霍庆福 先生的辞职报告，二人因个人原因辞去公司职务，辞职后不再担任公司任何职务。辞职不会导致董事会 成员低于法定人数，但会使董事会人数低于公司章程规定的最低人数。为保证董事会正常运作，董事会 拟将董事人数由8名增至9名，并提名孙洪斌、梁敏、刘旭东为第三届董事会非独立董事候选人，任期至 本届董事会任期届满。该议案已提交公司2025年第二次临时股东会审议。 ...