Core Insights - Nocare Biopharma reported a revenue of 731 million yuan for the first half of 2025, marking a year-on-year increase of 74.26% [1] - The company incurred a net loss of 30 million yuan attributable to shareholders, with a net loss of 82 million yuan after excluding non-recurring gains and losses [1] - The primary reason for the continued losses is that most of the company's product pipeline is still in the new drug development stage, leading to significant R&D expenditures [1][2] Financial Performance - Revenue for the first half of 2025 reached 731 million yuan, a 74.26% increase compared to the previous year [1] - Product sales revenue was 641 million yuan, reflecting a 53.47% year-on-year growth [1] - The net profit attributable to shareholders was -30 million yuan, and the net profit after excluding non-recurring items was -82 million yuan [1] Product Development - Nocare Biopharma was established in 2015 and has made progress in its product pipeline, with one of its main products, Obatoclax, receiving conditional approval from the National Medical Products Administration [1] - The company has also received approval for the listing application of Tanshinone combined with Lenalidomide therapy, with multiple products in various stages of clinical trials [1] - Clinical trials are progressing smoothly in both China and the United States [1]

Core Viewpoint - The core philosophy of the company is to meet unmet medical needs in the field of innovative drug development, as emphasized by the co-founder and CEO, Dr. Cui Jisong, during the company's tenth anniversary [2] Group 1: Company Background and Development - Dr. Cui Jisong has a solid research foundation, having obtained a PhD in molecular biology abroad and accumulated over a decade of experience in multinational pharmaceutical companies, which laid the groundwork for her entrepreneurial journey [3] - In 2015, the company was founded with a focus on differentiated paths in the innovative drug industry, particularly targeting hematological malignancies and autoimmune diseases, which have significant unmet needs [3] - The company's flagship product, Oubatinib (a BTK inhibitor), was initially designed for autoimmune diseases but showed great potential in treating hematological malignancies, thus enhancing research efficiency by covering two therapeutic areas [3][4] Group 2: Product Performance and Market Impact - Oubatinib has been approved for four hematological indications in China, with three of them included in the medical insurance system, marking it as the first BTK inhibitor approved for treating marginal zone lymphoma [4] - The sales revenue of Oubatinib reached 640 million yuan in the first half of the year, representing a year-on-year increase of 52.8%, contributing to a 74.3% increase in the company's total revenue, which reached 730 million yuan [4] - Oubatinib is also the first BTK inhibitor globally to show efficacy in phase II clinical trials for systemic lupus erythematosus (SLE) and has initiated global phase III studies for progressive multiple sclerosis [4] Group 3: Internationalization Strategy - The company aims for true internationalization, which involves strategically integrating global top resources and establishing its position in global competition, rather than merely selling products abroad [5] - The company has adopted a "dual-track" internationalization strategy, focusing on independently controlling global rights to core products while leveraging open cooperation to expand resources [6] - Successful business development (BD) is based on partnerships with leaders in relevant fields, ensuring efficient project execution, with a long-term focus on value rather than short-term gains [6] Group 4: Future Goals - The company is entering its "2.0 phase," aiming for a product harvest period with 5 to 6 competitive innovative drugs expected to be approved in the next 3 to 5 years, significantly boosting commercialization revenue [7][8] - The company plans to push 3 to 4 core products into global markets, with Oubatinib's advancements in autoimmune disease treatment being a key driver for this strategy [8] - The company will continue to ensure sustained innovation by focusing on developing drugs with significant clinical differentiation, particularly in urgent areas like solid tumors, to build a unique competitive advantage [8]

Summary of Key Points Core Viewpoint - The incentive plan proposed by Nocera Pharmaceutical Co., Ltd. involves the allocation of restricted stock to various incentive recipients, with a total of 246.7550 million shares being allocated, representing 20.00% of the reserved shares for the plan [1]. Group 1: Incentive Plan Details - The incentive plan includes a distribution of restricted stock among different incentive recipients, with specific allocations detailed in the accompanying table [1]. - The total number of restricted shares granted to other employees, deemed necessary for motivation by the board, is 246.7550 million shares, which constitutes 20.00% of the total reserved shares [1]. - The cumulative number of shares granted to any individual recipient through the company's equity incentive plan will not exceed 1% of the total shares issued by the company at the time of the plan's submission for shareholder approval [1]. Group 2: Compliance and Limitations - The total number of shares involved in all equity incentive plans will not exceed 20% of the total shares issued by the company at the time of the plan's submission for shareholder approval [1]. - The total number of shares that can be issued under all incentive plans will not exceed 10% of the total shares issued by the company at the time of the plan's submission for shareholder approval [1].

A 股代码：688428 A 股简称：诺诚健华 公告编号：2025-035 港股代码：09969 港股简称：诺诚健华 一、限制性股票授予情况 （一）本次限制性股票授予已履行的决策程序和信息披露情况 诺诚健华医药有限公司 关于向激励对象授予预留限制性股票的公告 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、准确性和完整性依法承担法律责任。 重要内容提示： ? 限制性股票预留授予日：2025 年 8 月 20 日 ? 限制性股票预留授予数量：246.7550 万股，约占目前公司已发行股份总数 ? 股权激励方式：第二类限制性股票 诺诚健华医药有限公司（以下简称"诺诚健华"或"公司"）《2024 年科创 板限制性股票激励计划（草案）》（以下简称"《激励计划（草案）》"）规定 的公司 2024 年科创板限制性股票激励计划（以下简称"本次激励计划"或"本激 励计划"）的预留授予条件已经成就，根据公司 2024 年第一次临时股东大会（股 东特别大会）的授权，公司于 2025 年 8 月 20 日召开董事会审议通过了《根据 2024 年科创板限制性股票激励计划向激励对象 ...

Core Viewpoint - The remuneration committee of the board of directors of Nuo Cheng Jian Hua Pharmaceutical Co., Ltd. has reviewed and approved the list of reserved grant incentive objects for the 2024 Science and Technology Innovation Board restricted stock incentive plan, confirming that all selected individuals meet the necessary legal and regulatory conditions [1][2]. Group 1: Incentive Plan Overview - The incentive plan is based on various legal frameworks, including the Company Law and the Securities Law of the People's Republic of China, as well as specific regulations governing stock incentives on the Science and Technology Innovation Board [1]. - The plan includes a reserved grant date set for August 20, 2025, with a grant price of 6.65 yuan per share for 246,755 shares of restricted stock to 91 eligible incentive objects [2]. Group 2: Eligibility Criteria - Individuals who have been deemed inappropriate candidates by the stock exchange or the China Securities Regulatory Commission (CSRC) within the last 12 months are excluded from being incentive objects [1]. - Those who have faced administrative penalties or market entry bans due to significant violations of laws and regulations in the past year are also ineligible [1]. - The eligibility criteria further include compliance with the stipulations of the Company Law and other relevant laws that prohibit certain individuals from participating in stock incentive plans [1].

Core Viewpoint - InnoCare Pharma has initiated a registrational trial for mesutoclax, a BCL2 inhibitor, aimed at treating mantle cell lymphoma (MCL) patients previously treated with BTK inhibitors in China [1][3]. Group 1: Product and Mechanism - Mesutoclax is an orally bioavailable BCL2 selective inhibitor that targets the apoptosis pathway, which is crucial in the development of various hematologic malignancies [2]. - The drug has shown potential in treating multiple diseases, including MCL, chronic lymphocytic leukemia/small lymphocytic lymphoma (CLL/SLL), acute myeloid leukemia (AML), and myelodysplastic syndromes (MDS) [2]. Group 2: Clinical Development - The registrational trial is specifically designed to assess the safety and efficacy of mesutoclax in patients with BTKi-treated MCL, which is characterized as an aggressive form of B-cell non-Hodgkin lymphoma with limited treatment options [3]. - InnoCare is advancing clinical trials for mesutoclax across four indications both in China and globally [2]. Group 3: Company Overview - InnoCare is a commercial stage biopharmaceutical company focused on discovering, developing, and commercializing innovative drugs for cancer and autoimmune diseases with unmet medical needs [4]. - The company has established branches in major cities including Beijing, Nanjing, Shanghai, Guangzhou, Hong Kong, and the United States [4].

Core Insights - Nocera Healthcare reported a 74.3% year-on-year revenue growth in the first half of 2025, reaching 730 million yuan, driven by the strong performance of its core product, Oubatinib (brand name: Yinuokai®), and an upfront payment from a licensing agreement with Prolium [2][3] - The company's drug revenue increased by 53.5% year-on-year to 640 million yuan, primarily due to Oubatinib's inclusion in the national medical insurance, which has expanded its patient base, particularly in the marginal zone lymphoma indication [2] - Nocera's losses decreased by 86.7% year-on-year to 36 million yuan, attributed to increased operating income and improved cost efficiency [2] Financial Performance - Research and development expenses rose by 6.9% year-on-year to 450 million yuan, mainly for building a differentiated R&D platform and advancing more Phase III clinical projects [2] - As of June 30, 2025, the company held approximately 7.68 billion yuan in cash and cash equivalents, which will support the acceleration of multiple Phase III registration clinical trials and investments in differentiated ADC and other pipelines [2] Strategic Developments - 2025 marks the 10th anniversary of the company, which is entering a new phase of rapid development [3] - Significant progress has been made in advancing the product pipeline, achieving multiple key milestones that lay a solid foundation for long-term growth [3] - The company has formed strategic partnerships to expand its global footprint, including a licensing collaboration with Connoa and Prolium Bioscience to develop and commercialize the CD20×CD3 bispecific antibody ICP-B02 (CM355) [3] - Nocera continues to enhance its commercialization team's capabilities, leading to increased market penetration and revenue growth for Oubatinib, demonstrating the company's ability to translate scientific innovation into sustained business performance [3]

Group 1 - The company reported a revenue of 731 million yuan in the first half of 2025, a 74.76% increase compared to 420 million yuan in the same period last year [1] - Pharmaceutical sales revenue reached 641 million yuan, up 53.47% from 418 million yuan year-on-year [1] - The company achieved a net profit attributable to shareholders of -30 million yuan, narrowing the loss by 88.51% compared to -262 million yuan in the same period last year [1] Group 2 - The flagship product, Obinutuzumab, generated sales of 637 million yuan in the first half of 2025, reflecting a year-on-year growth of 52.84% [1] - The company received breakthrough therapy designation for ICP-248, which targets MCL (after BTK inhibitor treatment failure), with plans for clinical trials in four indications [1] - The first domestic CD19 monoclonal antibody, Tafasitamab, has been approved for use in combination with Lenalidomide for r/r DLBCL, with sales expected to start between late Q3 and early Q4 [1] Group 3 - Obinutuzumab's international phase III clinical trial for SPMS and PPMS has received FDA approval, with subject recruitment expected to begin in the second half of 2025 [2] - The company is exploring international collaboration potential for ICP-332 and ICP-488, two TYK2 inhibitors, across multiple indications [2] - Revenue projections for the company are estimated at 1.413 billion yuan, 1.787 billion yuan, and 2.385 billion yuan for 2025, 2026, and 2027 respectively [2]

| 证券代码：688428 | 证券简称：诺诚健华 | | | --- | --- | --- | | 港股代码：09969 | 港股简称：诺诚健华 | | | 上海荣正企业咨询服务（集团）股份有限公司 | | | | 关于 | | | | 诺诚健华医药有限公司 | | | | 之 | | | | 独立财务顾问报告 | | | | | | 目 录 | | 一、释义 | | | | 本公司、公司、上市公 InnoCare | Pharma | Limited，中文名称：诺诚健华医药有限公 | | 指 | | | | 司 司 | | | | 独立财务顾问 指 | 上海荣正企业咨询服务（集团）股份有限公司 | | | 上海荣正企业咨询服务（集团）股份有限公司关于诺诚健华 | | | | 独立财务顾问报告 指 医药有限公司 | 2024 | 年科创板限制性股票激励计划预留授予 | | 事项之独立财务顾问报告 | | | | 本激励计划、本计划 指 | 诺诚健华医药有限公司 2024 | 年科创板限制性股票激励计划 | | 限制性股票、第二类限 | | 符合本激励计划授予条件的激励对象，在满足相应归属条件 | | 指 ...

FANGDA PARTNERS http://www.fangdalaw.com 中国上海市石门一路 288 号 电子邮件 E-mail: email@fangdalaw.com 兴业太古汇香港兴业中心二座 24 楼 电 话 Tel.: +86-21- 2208 1166 邮政编码：200041 传 真 Fax.: +86-21-5298 5599 HKRI Taikoo Hui Shanghai, PRC 上海市方达律师事务所 关于诺诚健华医药有限公司（InnoCare Pharma Limited） 法律意见书 致：诺诚健华医药有限公司（InnoCare Pharma Limited） 上海市方达律师事务所（以下简称"本所"）是具有中华人民共和国境内法律 执业资格的律师事务所。根据诺诚健华医药有限公司（InnoCare Pharma Limited） （以下简称"诺诚健华"、"公司"或"上市公司"）的委托，本所担任诺诚健华 2024 年科创板限制性股票激励计划项目（以下简称"本激励计划"）的特聘专项法律顾 问，就本激励计划项下向激励对象授予预留限制性股票（以下简称"本次授予"或 "预留授予"）的有关事项出 ...