深圳微芯生物科技股份有限公司 2024 年度股东大会会议资料 2025 年 5 月 20 日 深圳 深圳微芯生物科技股份有限公司 2024 年度股东大会会议资料 目录 | 股东大会会议须知 | 4 | | --- | --- | | 2024 年度股东大会议程 | 7 | | 《关于<公司 年度董事会工作报告>的议案》 2024 | 10 | | 《关于<公司 年度监事会工作报告>的议案》 11 2024 | | | 《关于<2024 年度独立董事述职报告>的议案》 12 | | | 《关于<公司 年年度报告>及其摘要的议案》 2024 | 13 | | 《关于<公司 年度财务决算报告>和<2025 年度财务预算报告>的议案》14 2024 | | | 《关于<公司 2024 年年度利润分配方案>的议案》 | 15 | | 《关于使用剩余超募资金永久性补充流动资金的议案》 16 | | | 《关于公司 2025 年度非独立董事薪酬的议案》 17 | | | 《关于公司 2025 年度独立董事薪酬的议案》 | 18 | | 《关于公司 2025 年度监事薪酬的议案》 | 19 | | 《关于公司及子公司向商业银 ...

国投证券股份有限公司 关于深圳微芯生物科技股份有限公司 向不特定对象发行可转换公司债券 之持续督导保荐总结报告书 根据中国证券监督管理委员会 2022 年 6 月 13 日出具的《关于同意深圳微芯 生物科技股份有限公司向不特定对象发行可转换公司债券注册的批复》(证监许 可（2022）1234 号 ），深圳微芯生物科技股份有限公司（以下简称"微芯生物" 或"公司"）向不特定对象发行 500万张可转换公司债券(以下简称"可转债"), 每张面值 100 元，募集资金总额为人民币 500.000.000.00 元。微芯生物发行的可 转债于 2022 年 7 月 28 日在上海证券交易所上市。 根据《证券发行上市保荐业务管理办法》《上海证券交易所科创板股票上市 规则》《上海证券交易所科创板上市公司自律监管指引第1号 -- 规范运作》等 有关法律法规和规范性文件的要求，出具本持续督导保荐总结报告书。 一、保荐机构及保荐代表人承诺 1、保荐总结报告书和证明文件及其相关资料的内容不存在虚假记载、误导 性陈述或重大遗漏,保荐机构及保荐代表人对其真实性、准确性、完整性承担法 律责任。 2、保荐机构及本人自愿接受中国证监会和上海证 ...

国投证券股份有限公司 2 | | 务规则；（二）证券服务机构及其签名人员 | | | --- | --- | --- | | | 出具的专业意见可能存在虚假记载、误导性 | | | | 陈述或重大遗漏等违法违规情形或其他不 | | | | 当情形；（三）公司出现《证券发行上市保 | | | | 荐业务管理办法》第七十一条、第七十二条 | | | | 规定的情形；（四）公司不配合持续督导工 | | | | 作；（五）上海证券交易所或保荐人认为需 | | | | 要报告的其他情形 | | | | 制定对上市公司的现场检查工作计划，明确 | 保荐机构已制定了现场检查的相关工作计划，并 | | 15 | 现场检查工作要求，确保现场检查工作质 | 明确了现场检查工作要求。 | | | 量。 上市公司出现以下情形之一的，保荐机构、 | | | | 保荐代表人应当自知道或者应当知道之日 起 15 日内进行专项现场核查：（一）存在重 大财务造假嫌疑；（二）控股股东、实际控 | | | | 制人及其关联人涉嫌资金占用；（三）可能 | 本持续督导期间，微芯生物未发生应进行专项现 | | 16 | 存在重大违规担保；（四）控股股东 ...

Group 1: 华大智造 (BGI Genomics) - Revenue decline in Q1 2025 attributed to seasonal fluctuations and market uncertainties, with expectations for revenue recovery in Q2 from platform replacement orders [1] - Increased competition leading to a decline in average selling prices of core products, impacting gross margins; the company is implementing measures such as domestic material substitution and optimizing revenue structure to enhance gross margins [1] - Anticipated revenue growth in Q4 2024, but still facing losses due to promotional discounts, increased new business contributions, and expense provisions [1] - The company is focusing on cost reduction and efficiency improvement, with significant reductions in expense ratios expected [1] - The impact of US tariffs on gross margins is noted, with low overseas procurement ratios and some reliance on imported components; domestic substitution efforts are ongoing [1] - Plans to stock up in advance to mitigate short-term impacts and establish overseas factories for reagent supply [1] - The company has received 750 intentions for switching from 3,000 existing Illumina instruments, offering high-performance alternatives [1] - AI technology is being leveraged to optimize enzymes for sequencing speed and quality, alongside developing energy-efficient transportation methods [1] - The overseas commercialization strategy is tailored to local markets, focusing on mature markets in Europe and the US, while also paying attention to Asia-Pacific and emerging markets [1] - Domestic advancements in NIPT upgrades, infectious disease testing, tumor early screening, rare disease detection, and innovation in the research field are ongoing [1] Group 2: 微芯生物 (Microchip Biotech) - Introduction of sodium siglitazone for the treatment of fatty liver or MASH, already approved for type 2 diabetes and included in medical insurance, showing multiple benefits such as improved insulin resistance and liver fat reduction [2] - Ongoing Phase III clinical trial for the combination of sidarubicin with sintilimab and bevacizumab for advanced colorectal cancer, with 200 out of 430 planned cases enrolled as of April 3, 2025 [2] - Several projects including CS23546, CS231295, and others are in Phase I and II clinical stages, with CS23546 having completed four dose escalation groups [2] - Business development (BD) is a key focus, with efforts to enrich multi-ethnic drug data for future BD initiatives [2] - The company is leveraging its subsidiary's advantages in large molecule drug development to explore new drug forms like DC, with relevant drugs having completed PCC development [2] Group 3: 南芯科技 (Nanchip Technology) - Anticipated 179% growth in automotive business in 2024, contributing over 3% to revenue, with continued rapid growth expected in 2025 across four key areas: body control, intelligent driving, smart cockpit, and onboard charging [3] - R&D expense ratio is 17.01%, expected to remain similar in 2025; acquisition of Shengsheng Micro will enhance business and supply chain capabilities [3] - Industrial applications include energy storage, drones, and battery systems, with multiple new products set to launch in 2024 and future expansions into IPower, industrial automation, and robotics [3] - The wired charging business maintains a leading position, with a trend towards integration and systematization, expecting significant breakthroughs in 2024 and even greater market achievements in 2025 [3] - The company is managing production capacity effectively in response to tight supply at some wafer and packaging factories, with stable pricing for wafer procurement and packaging testing [3] - Introduction of automotive-grade high-speed CN/CNFD transceiver product SC25042Q, with plans for more power and drive products in the future [3] - The company is pursuing a dual strategy to expand sales channels by targeting both large customers and distributors [3] - Following the acquisition of Shengsheng Micro, a transaction payment of 700 million was made in Q1, resulting in goodwill [3]

Core Viewpoint - Micron Biologics (688321) is actively advancing its clinical pipeline, focusing on unmet medical needs in diabetes and liver diseases, while also exploring new drug forms and potential partnerships for drug development [1][2][3][4][5]. Group 1: Clinical Developments - The company has conducted market research indicating a significant overlap between patients with early-stage diabetes and those with metabolic fatty liver disease (MFLD/MSH), with about 55% of type 2 diabetes patients also having MFLD/MSH [1]. - The drug Siglecatin (Dulaglutide) has been approved for type 2 diabetes and included in medical insurance, showing multiple benefits such as liver fat reduction and improved fibrosis in Phase II clinical trials [1]. - The clinical trial for Sidabenamide in combination with other drugs for advanced colorectal cancer has successfully enrolled 200 out of 430 planned patients, with the trial progressing as scheduled [2]. Group 2: Pipeline Progress - The company is advancing several projects in Phase I and II clinical stages, including CS23546 (PD-L1 small molecule inhibitor) and CS231295 (brain-penetrant aurora B selective inhibitor), with plans for overseas clinical submissions [3]. - The company is preparing for potential licensing opportunities for early-stage molecules, actively engaging with external partners to enhance its drug development pipeline [4]. Group 3: Financial Performance - In Q1 2025, the company reported a main revenue of 162 million yuan, a year-on-year increase of 24.24%, while the net profit attributable to shareholders was -19.15 million yuan, a decrease of 4.64% [5]. - The company has a debt ratio of 52.84% and a gross profit margin of 85.64%, indicating a strong financial position despite recent losses [5]. - Recent institutional ratings show a positive outlook, with two firms issuing buy ratings within the last 90 days [5][6].

因公司发生《可转换公司债券募集说明书》规定的转股价格调 | 证券代码：688321 | 证券简称：微芯生物 | 公告编号： 2025-033 | | --- | --- | --- | | 转债代码：118012 | 转债简称：微芯转债 | | 一、可转债发行上市概况 深圳微芯生物科技股份有限公司 经中国证券监督管理委员会"证监许可[2022]1234 号"文同意 注册，深圳微芯生物科技股份有限公司（以下简称"公司"）于 2022 年 7 月 5 日向不特定对象发行可转换公司债券 500.00 万张， 每张面值为人民币 100 元，发行总额为人民币 50,000.00 万元（人 民币伍亿元整），发行的可转换公司债券的期限为自发行之日起六年， 即自 2022 年 7 月 5 日至 2028 年 7 月 4 日。 关于 "微芯转债"预计满足转股价格修正条件的提 示性公告 经上海证券交易所自律监管决定书〔2022〕195 号文同意，公 司发行的 50,000.00 万元可转换公司债券已于 2022 年 7 月 28 日起 在上海证券交易所挂牌交易，债券简称"微芯转债"，债券代码 "118012"。 本公司董事会及全 ...

Summary of Microchip Biotech Conference Call Company Overview - **Company**: Microchip Biotech - **Industry**: Biopharmaceuticals Key Financial Performance - **Q1 2025 Revenue**: 160 million CNY, a 24% year-over-year increase [2][3] - **2024 Revenue**: 660 million CNY, a 30% year-over-year increase [3] - **Operating Cash Flow**: Positive cash flow of 76.13 million CNY, a 148% increase year-over-year [3] - **Cash and Financial Assets**: 740 million CNY at the end of the period, with net assets of 1.58 billion CNY [2][3] Product Developments and Approvals - **Xidabian (西达本胺)**: New indication for double-expressing diffuse large B-cell lymphoma approved, included in Cioa guidelines as a first-line 1A recommendation, and the only oral new drug in domestic medical insurance [2][4][5] - **Siglitazone (西格列他钠)**: Successful renewal of medical insurance for diabetes indications, showing significant improvement in fatty liver and liver fibrosis, with over 70% of patients normalizing liver enzymes [2][5] - **Xiaoroni (西奥罗尼)**: Progress in clinical trials for small cell lung cancer, with improvements in progression-free survival (PFS) but not yet submitted for market approval [6] - **CS23,546**: Oral PD-L1 small molecule inhibitor completed the fourth dose escalation, with plans for higher dose escalation and combination therapy [7] - **CS2,346**: Brain-penetrating orbital inhibitor has completed the first patient enrollment [7] Clinical Trials and Research - **Clinical Trials**: - EB27 trial for Xiaoroni in the US has completed patient enrollment for the 65 mg group [6] - Pancreatic cancer phase II trial has completed enrollment, with data expected in the second half of the year [6] - **AI Integration**: Deep integration of AI in drug design and development, significantly shortening the new molecule screening time and optimizing structure design [4][10][20] Market Strategy and Future Outlook - **Market Focus**: Targeting metabolic diseases with Siglitazone as a foundational medication, showing advantages over traditional diabetes medications [17][18] - **Sales Strategy**: Focus on online channels and partnerships with e-commerce platforms for better market penetration [21] - **Revenue Guidance**: Expected revenue of around 1 billion CNY in 2025, with a stable profit forecast as the company continues to grow in key indications [24] R&D and Pipeline - **R&D Focus**: Continued investment in R&D with a stable budget, aiming for close to 200 million CNY in revenue from Siglitazone [25] - **Clinical Data Expectations**: Anticipated data readouts for CS23,546 and CS231,295 by the end of 2025, with ongoing trials in the US [22] Additional Insights - **Collaboration and Partnerships**: Actively seeking partnerships for research and development, with ongoing clinical trials in the US for key molecules [26][27] - **Emerging Therapies**: Development of PD-1 ADC products and exploration of new indications for existing drugs [29][30] This summary encapsulates the key points from the conference call, highlighting the company's financial performance, product developments, clinical trials, market strategies, and future outlook.

Investment Rating - The report maintains a "Buy" rating for the company [1][8][14] Core Insights - The company's core products are experiencing steady growth, with significant advancements in clinical projects and new product launches [6][7][8] - In 2024, the company achieved a revenue of 658 million yuan, representing a year-on-year growth of 25.63%, while the net profit attributable to shareholders was a loss of 115 million yuan, a decline of 228.97% [5][10] - The company is expected to generate revenues of 789 million yuan, 981 million yuan, and 1.22 billion yuan in 2025, 2026, and 2027 respectively, with growth rates of 19.97%, 24.32%, and 24.30% [8][10] Revenue and Profitability - The company's revenue for Q1 2025 was 162 million yuan, showing a year-on-year increase of 24.24%, while the net profit attributable to shareholders was a loss of 19 million yuan, a decrease of 4.64% [5] - The core product, Sidaben, generated nearly 500 million yuan in revenue in 2024, marking a growth of 7.06% [6] - The new product, Sigle, achieved revenue of 140 million yuan in 2024, with a remarkable growth of 231.76% [6] Clinical Development - The company is advancing multiple innovative drug pipelines, including ongoing Phase III clinical trials for Sidaben in various cancer treatments [7] - The company has received approval for several clinical trials, including a Phase III trial for Sidaben in combination with other therapies for colorectal cancer [7] Financial Forecast - The report projects a net profit attributable to shareholders of -28 million yuan in 2025, followed by a profit of 58 million yuan in 2026 and 111 million yuan in 2027, with respective growth rates of 75.97%, 309.14%, and 92.48% [8][10]

Investment Rating - The investment rating for the company is "Buy" [6] Core Views - The company reported a total revenue of 162 million yuan in Q1 2025, representing a year-on-year increase of 24.24%, while the net profit attributable to shareholders was -19.15 million yuan, a decrease of 4.64% year-on-year [1][2] - The revenue growth is primarily driven by significant sales increases of the products Sidabamine (爱谱沙®) and Siglitazone (双洛平®) [2] - The gross margin stands at 85.64%, down by 2.99 percentage points year-on-year, while the net margin is -11.8%, an increase of 2.22 percentage points year-on-year [2] - The company has multiple new products expected to be launched, which could lead to substantial revenue growth in the coming years [3] Financial Summary - The projected revenues for 2025-2027 are 900 million, 1.2 billion, and 1.6 billion yuan, respectively, with year-on-year growth rates of 37%, 34%, and 33% [3] - The net profit forecast for the same period is 39 million, 101 million, and 435 million yuan, with year-on-year growth rates of 134%, 162%, and 329% [3] - Earnings per share (EPS) are expected to be 0.09, 0.25, and 1.07 yuan for 2025, 2026, and 2027, respectively [3] - The price-to-earnings (PE) ratios are projected to be 179, 68, and 16 times for the same years [3] Clinical Trials and Product Development - The company has received approval for a Phase III clinical trial for Sidabamine in combination with other drugs for treating advanced colorectal cancer, with 200 out of 430 patients enrolled as of April 3, 2025 [2] - The CAPability-01 study results have been published in Nature Medicine, indicating positive clinical data [2] - A Phase II clinical trial for another product, Xioron, in combination with other drugs for treating advanced pancreatic cancer is currently ongoing [2]

Company Overview - Microchip Biotech is a pioneer in original innovative drugs in China, focusing on providing clinically needed revolutionary mechanism drugs for patients [7][38] - The company has established a complete industrial chain layout from early exploratory discovery to commercialization, offering original innovative drugs globally [38] Financial Performance - For the fiscal year 2024, the company reported a net profit attributable to shareholders of -114.57 million yuan, with the parent company achieving a net profit of -88.42 million yuan [5] - The board decided not to distribute cash dividends or issue bonus shares for the fiscal year 2024, despite having positive undistributed profits [5] Product Pipeline - The company has developed two innovative drugs, with multiple indications approved for sale globally, including in the fields of malignant tumors, metabolic diseases, autoimmune diseases, central nervous system diseases, and antiviral treatments [7][39] - Key products include: - **Sida Benamide (西达本胺)**: A first-in-class HDAC inhibitor with multiple indications approved in China and Japan, including for peripheral T-cell lymphoma and breast cancer [8][9][39] - **Siglitazone (西格列他钠)**: A first-in-class PPAR agonist approved for type 2 diabetes and recently for combination therapy with metformin [12][13][40] Research and Development - The company employs a team of experienced scientists to drive drug development, focusing on understanding disease mechanisms and optimizing drug design [22] - The R&D pipeline includes several promising candidates targeting various cancers and metabolic diseases, with ongoing clinical trials demonstrating significant efficacy [17][21][40] Industry Context - The biopharmaceutical industry in China is rapidly evolving, with increasing participation in global biotech innovation and a focus on meeting domestic healthcare needs [26][30] - Despite a low-risk appetite in global financing, Chinese companies are becoming significant players in licensing transactions, with a notable increase in outbound licensing activities [29][41] - The market for innovative drugs in China is projected to grow significantly, with a forecasted market size of approximately $197 billion by 2025 [30]