Core Viewpoint - The growth path of international giants in the biopharmaceutical industry is clear, achieved through mergers, integration, and innovative research and development, leading to comprehensive coverage of the upstream industry chain from consumables, equipment to services. This model is feasible for Chinese companies, but it requires time to mature [1] Group 1 - The chairman of Aopumai, Xiao Zhihua, emphasized the importance of mergers and acquisitions in the growth strategy of international giants [1] - The biopharmaceutical industry in China has the potential to develop similar companies, but it will take time for them to establish themselves [1]

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。 奥浦迈(688293.SH)公告称，公司于近日收到政府补助款项人民币350.00万元，属于与收益相关的政府补 助款项。该补助未经审计，具体的会计处理以及最终对公司2025年度财务状况的影响以审计机构年度审 计的结果为准。 ...

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、准确性和完整性依法承担法律责任。 一、获得补助的基本情况 上海奥浦迈生物科技股份有限公司（以下简称"公司"）于近日收到政府补 助款项人民币350.00万元，属于与收益相关的政府补助款项。 证券代码：688293 证券简称：奥浦迈 公告编号：2025-100 上海奥浦迈生物科技股份有限公司 关于获得政府补助的公告 公司根据《企业会计准则第16号——政府补助》等有关规定，公司获得的上 述政府补助属于与收益相关的政府补助。上述政府补助未经审计，具体的会计处 理以及最终对公司2025年度财务状况的影响以审计机构年度审计的结果为准，敬 请广大投资者注意投资风险。 特此公告。 上海奥浦迈生物科技股份有限公司董事会 2025 年 11 月 14 日 二、补助的类型及其对公司的影响 ...

Group 1: Conference Insights - The Shanghai Stock Exchange International Investor Conference highlighted the attractiveness of Chinese asset valuations and significant investment value across three main directions [1] - The conference featured discussions on new opportunities in AI, pharmaceuticals, energy, and high-end manufacturing [1] Group 2: Market Developments - The Shanghai Stock Exchange's Vice President Fu Hao emphasized that the Sci-Tech Innovation Board has strong international characteristics and is evolving into an international market, with increasing foreign participation and a focus on communication with international investors [2] - 360's CFO Zhang Hailong stated that the company aims to enhance safety in the AI world and is fully committed to the "ALL IN AGENT" strategy, positioning itself as a leading digital security enterprise [3] Group 3: Medical Device and Pharmaceutical Industry - Aotai Bio's CEO Gao Fei argued that the strength of a world-class medical device company lies in its niche capabilities rather than sheer size, emphasizing the importance of intellectual property, innovation, and product quality [4] - Optum's Chairman Xiao Zhihua stressed the need for Chinese companies to carve out unique paths to internationalization, focusing on quality and innovation to gain market recognition [4] - Heng Rui Pharma's Global R&D President Zhang Lianshan noted that a truly international pharmaceutical company should achieve $1 to $2 billion in overseas sales from innovative drugs within 15 years [5] Group 4: AI and Robotics - Green Harmonic's CEO Zhang Yuwen highlighted that robots are becoming crucial carriers for AI, requiring deep integration with AI to serve human society effectively [6] - Optum's Deputy General Manager Xu Xueliang discussed how AI is reshaping industrial manufacturing logic, with 2025 seen as a pivotal year for this transformation [7] - Guodian NARI's Secretary Hu Shunjing pointed out that the synergy between vision and brain is key to industrial intelligence, with AI driving advancements in machine vision [8]

Core Viewpoint - The discussion at the Shanghai Stock Exchange International Investors Conference highlighted the potential for Chinese companies to become world-class pharmaceutical enterprises, emphasizing the importance of core business focus, mergers and acquisitions, and capital-driven synergy [1][3]. Group 1: Business Strategy - The chairman of Aopumai, Xiao Zhihua, stated that maintaining a strong position in core areas is essential for building competitive barriers in the biopharmaceutical industry [3]. - Aopumai's culture media business is identified as a core raw material in the biopharmaceutical supply chain, with a long product lifecycle post-launch [3]. Group 2: Mergers and Acquisitions - Xiao emphasized that mergers and acquisitions are crucial for Chinese companies aiming for internationalization, citing Aopumai's collaboration with Hengli Bio as an example of effective synergy in product and service chains [3]. - Aopumai has initiated the establishment of a biomanufacturing fund with a scale of 1 billion yuan, contributing 300 million yuan of its own funds to support the formation of an industrial ecosystem [3]. Group 3: Internationalization and Market Competitiveness - The company believes that true core competitiveness can only be demonstrated through competition in overseas markets, with Aopumai experiencing rapid growth in overseas revenue [3]. - Xiao stressed the need for Chinese enterprises to not only tell compelling stories but also gain recognition from capital markets, advocating for a unique path focused on quality and innovation [3].

Group 1 - The independent director of Aopumai, Tao Hua'an, opposed the company's acquisition of 1.45 billion yuan, stating that the company does not currently have a necessity for mergers and acquisitions [1][2] - This marks the fourth time Tao has voted against acquisition-related proposals during board meetings [1] - Aopumai plans to acquire control of Pengli Biotechnology, which specializes in preclinical CRO services, with a final transaction price of approximately 1.45 billion yuan, reflecting a valuation increase of 56.62% [1] Group 2 - Post-acquisition, Aopumai expects to add 555 million yuan in goodwill, which would account for 849.41% of the projected net profit for 2024 [2] - The CRO industry is characterized by intense competition and significant market segmentation, with risks of price wars and regulatory impacts [2] - Aopumai reported revenue of approximately 272 million yuan for the first three quarters of the year, representing a year-on-year growth of 25.79%, and a net profit of about 49.43 million yuan, up 81.48% year-on-year [2]

Core Viewpoint - The company is currently not in a position to pursue acquisitions, as indicated by the independent director's repeated opposition to the proposed acquisition of Pengli Bio [1][2] Group 1: Acquisition Details - The company plans to acquire 100% of Pengli Bio for approximately 1.45 billion yuan, with an estimated valuation of 1.452 billion yuan by the end of 2024, reflecting a 56.62% increase in value [1] - The independent director has expressed concerns about the necessity of the acquisition, stating that the company does not require it at this stage [1] Group 2: Financial Performance - In the first three quarters of the year, the company reported revenue of approximately 272 million yuan, representing a year-on-year growth of 25.79%, and a net profit of about 49.43 million yuan, up 81.48% year-on-year [2] - Following the acquisition, the company expects to recognize goodwill of 555 million yuan, which would account for 849.41% of the projected net profit for 2024 [2] Group 3: Industry Context - The CRO industry is characterized by intense competition and significant market segmentation, with a rising risk of price wars due to stringent cost control from downstream clients [2] - The company faces potential risks related to the target company's performance, including the possibility of goodwill impairment if the acquired company's operational results are poor [2]

Core Viewpoint - Aopu Mai's acquisition of 100% equity in Pengli Biopharmaceutical Technology (Shanghai) Co., Ltd. for a total of 1.451 billion yuan is progressing, but concerns arise due to the expected goodwill of approximately 555 million yuan and the declining performance of Pengli Biopharmaceutical [1][3][4]. Group 1: Acquisition Details - The acquisition involves issuing shares and cash payments to 31 parties for the purchase of Pengli Biopharmaceutical's equity, with a transaction price of approximately 1.451 billion yuan [3]. - As of December 31 last year, Pengli Biopharmaceutical's book value of equity was 927 million yuan, with an assessed value of 1.452 billion yuan, resulting in an assessed increase of 525 million yuan, representing a 56.62% increase [3][4]. - Aopu Mai aims to leverage Pengli's clinical research client resources to promote its cell culture products and biopharmaceutical CDMO services, thereby expanding its potential customer base and early-stage research pipeline [3]. Group 2: Financial Implications - The expected goodwill of approximately 555 million yuan will account for 13.74% of Aopu Mai's total assets and 19.55% of its net assets as of the end of last year, and it represents 849.41% of the projected net profit for 2024 [4]. - Pengli Biopharmaceutical's revenue for 2023-2024 and the first half of this year was 318 million yuan, 331 million yuan, and 187 million yuan, with net profits of 59.75 million yuan, 44.51 million yuan, and 23.86 million yuan, respectively [5][6]. - The gross profit margins for Pengli Biopharmaceutical's main business were 47.3%, 42.98%, and 43.58%, indicating a decline due to factors such as revenue structure and pricing [6]. Group 3: Performance Risks - The independent director, Tao Hua'an, has repeatedly voted against the acquisition, expressing concerns about the necessity of the merger at this stage, which adds uncertainty to the transaction [1][8]. - The performance of Pengli Biopharmaceutical is under scrutiny, as its profitability is influenced by various factors, including policy environment and market demand, raising the risk of not meeting the promised net profit targets for 2025-2027 [6][7]. - Aopu Mai's own performance has shown a decline over the past two years, with revenues of approximately 243 million yuan, 297 million yuan, and 272 million yuan, and net profits of approximately 54 million yuan, 21 million yuan, and 49 million yuan for the same periods [7].

Core Viewpoint - The acquisition of 100% equity of Chengli Bio by Aopumai for 1.4505 billion yuan has been approved, despite ongoing controversies regarding the necessity and strategic rationale of the merger [2][3]. Group 1: Acquisition Details - The acquisition proposal includes a differentiated valuation mechanism, with pricing for Chengli Bio's shareholders ranging from 1.23 billion yuan to 2.18 billion yuan, reflecting a significant variance of 77.24% [2][15]. - The deal has faced opposition from independent director Tao Hua'an, who questioned the necessity of the acquisition, suggesting that Aopumai should focus on improving its existing CDMO and culture medium businesses instead [3][6]. Group 2: Business Performance and Strategy - Aopumai's CDMO business has been under pressure, with a 10.03 million yuan impairment charge due to insufficient fixed asset utilization in 2024, and it has not yet turned profitable [3]. - The culture medium business has shown a growth rate of approximately 30%, generating 239 million yuan in revenue in the first three quarters of 2025, but faces competition from both international giants and domestic alternatives [3][6]. Group 3: Strategic Rationale for the Acquisition - Aopumai argues that the acquisition is aimed at capitalizing on the cyclical bottom of the CRO industry and enhancing long-term service capabilities through business synergies, rather than providing a short-term boost to CDMO capacity [5][8]. - The acquisition is expected to facilitate Aopumai's entry into the global market by leveraging Chengli Bio's established overseas channels, particularly in North America, where Chengli Bio has a strong presence [10][11]. Group 4: Financial Implications and Shareholder Dynamics - The valuation of Chengli Bio has significantly decreased, with the total consideration of 1.4505 billion yuan representing a 55% drop from its last financing round valuation of 3.22 billion yuan [12][15]. - Differentiated pricing was introduced to address the conflicting interests of early and late-stage investors, with varying performance compensation responsibilities based on the valuation at which they entered [16][18]. Group 5: Market Position and Future Outlook - Aopumai has successfully entered Merck's supplier system, indicating progress in establishing its market position [11]. - The future success of the acquisition will depend on Aopumai's ability to realize business synergies and improve the performance of its CDMO segment, which remains a critical challenge [23].

Core Viewpoint - Aopu Mai (688293) is progressing with its acquisition of 100% equity in Pengli Biopharmaceutical Technology (Shanghai) Co., Ltd. for a total of 1.451 billion yuan, but faces concerns regarding goodwill impairment and the declining performance of the target company [1][5][6]. Group 1: Acquisition Details - The acquisition involves issuing shares and cash payments to 31 parties for the purchase of Pengli Biopharmaceutical's equity, with a transaction price of approximately 1.451 billion yuan [5]. - After the transaction, Aopu Mai expects to add about 555 million yuan in goodwill, which represents 13.74% of the total assets and 19.55% of the net assets as of the end of 2024 [6]. - The valuation of Pengli Biopharmaceutical shows an increase of 5.25 billion yuan, with a valuation rate of 56.62% [5]. Group 2: Financial Performance of Target Company - Pengli Biopharmaceutical's revenue for 2023, 2024, and the first half of 2025 is projected to be 318 million yuan, 331 million yuan, and 187 million yuan, respectively, with net profits of 59.75 million yuan, 44.51 million yuan, and 23.86 million yuan [7]. - The gross profit margins for Pengli Biopharmaceutical are 47.3%, 42.98%, and 43.58% for the same periods, indicating a decline due to various factors [7]. - The performance commitment agreement stipulates that the target company must achieve net profits of at least 52 million yuan, 65 million yuan, and 78 million yuan for the years 2025 to 2027 [7]. Group 3: Independent Director's Concerns - Independent director Tao Hua'an has consistently voted against the acquisition, expressing that the company does not currently need to pursue mergers and acquisitions [9]. - The independent director's repeated opposition raises concerns about the transaction's acceptance and potential uncertainties [9]. - The board's approval of the revised acquisition proposal occurred despite the independent director's dissenting votes, indicating a divide in opinion regarding the merger's necessity [9].