Core Viewpoint - Sunshine Nuohuo (688621.SH) aims to enhance its strategic layout in in vivo CAR-T cell therapy and nucleic acid drugs by investing 15 million yuan to subscribe for an additional registered capital of 110,556 yuan in Yuanma Zhiyao [1] Group 1: Company Overview - Yuanma Zhiyao is founded by a team of industry experts and returnee PhDs with diverse backgrounds, focusing on the innovation and research of circular mRNA in vivo CAR-T nucleic acid drugs [1] - The company aims to achieve "cell therapy effects" through "nucleic acid drug forms," intending to disrupt the commercialization challenges of CAR-T therapy [1]

Core Viewpoint - Yangguang Nuohuo (688621) aims to enhance its strategic layout in CAR-T cell therapy and nucleic acid drugs by investing 15 million yuan in Shanghai Yuanma Zhiyao Biotechnology Co., Ltd., acquiring an 8.2% stake after the capital increase [1] Group 1: Investment Details - The company will use its own funds to invest 15 million yuan to subscribe for an additional registered capital of 110,556 yuan in Yuanma Zhiyao [1] - After the capital increase, Yangguang Nuohuo will hold an 8.2% equity stake in Yuanma Zhiyao [1] Group 2: Company Focus - Yuanma Zhiyao specializes in the innovation and research of circular mRNA in vivo CAR-T nucleic acid drugs [1] - The company aims to achieve "cell therapy effects" through "nucleic acid drug forms," addressing commercialization challenges in CAR-T therapy [1] Group 3: Research and Development Progress - Yuanma Zhiyao has completed early-stage research on multiple pipelines, including circular mRNA in vivo CAR-T, and is rapidly advancing towards clinical research [1] - The company is expected to become the first globally to enter clinical trials with modified circular mRNA in vivo CAR-T therapy [1]

Core Viewpoint - Sunshine Nuohong (688621) is investing 15 million yuan in Yuanma Zhiyao Biotechnology Co., Ltd. to enhance its strategic layout in CAR-T cell therapy and nucleic acid drugs, acquiring an 8.2% stake after the capital increase [1][4] Company Overview - Sunshine Nuohong is a comprehensive enterprise focused on drug innovation and development, with expertise in various drug development fields including peptides, long-acting microsphere preparations, controlled-release preparations, local delivery, transdermal absorption drugs, medical aesthetics, and pet medicine [1] - Yuanma Zhiyao, founded by industry experts and a diverse team of overseas PhDs, specializes in the innovation and research of circular mRNA-based CAR-T nucleic acid drugs, aiming to address unmet clinical needs for autoimmune diseases and tumors [1][4] Technological Advancements - Yuanma Zhiyao has established a leading circular mRNA new drug development platform, achieving breakthroughs in several high-barrier technical areas such as seamless high-efficiency cyclization, AI sequence design, chemical modification of circular mRNA, and targeted delivery of T cells [2][3] - The company possesses three core technology platforms: the byterna.AI platform for intelligent design and optimization of circular mRNA drug molecules, the cmCAR platform for efficient and durable expression of CAR molecules, and the CellectLNP platform for high-efficiency delivery of CAR-T cells [3] Research and Development Progress - Yuanma Zhiyao is advancing multiple early-stage pipelines of circular mRNA-based CAR-T therapies towards clinical research, with the potential to become the first globally to enter clinical trials for modified circular mRNA CAR-T therapy [2][3] - The company has completed key concept validation in non-clinical studies for its core pipelines and is rapidly progressing towards clinical research, indicating industry-leading development speed [3] Team Expertise - The founding team of Yuanma Zhiyao has achieved significant accomplishments in both academic and industrial fields, including multiple R&D patent authorizations and important clinical results [4] - The team possesses comprehensive capabilities from early research to clinical trial design and execution, supported by a strong foundation in R&D and extensive experience in innovative drug development [4] Strategic Alignment - The investment aligns with Sunshine Nuohong's strategic layout in the CAR-T field and business development plans, facilitating complementary collaboration in technology, resources, and industry chain segments [4] - The funding for this investment comes from the company's own resources, ensuring no pressure on cash flow or impact on existing business operations [4]

证券代码：688621 证券简称：阳光诺和 公告编号：2025-085 北京阳光诺和药物研究股份有限公司 关于自愿披露对外投资的公告 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： 1 投资标的名称：上海元码智药生物技术有限公司（以下简称"元码智 药"）。 投资金额：北京阳光诺和药物研究股份有限公司（以下简称"阳光诺和" 或"公司"）拟以自有资金出资 1,500 万元，认缴元码智药新增注册资本 11.0556 万元，增资完成后将持有其 8.20%的股权。 根据《上海证券交易所科创板股票上市规则》《公司章程》等规定， 本次投资无需提交董事会、股东会审议，已经公司总经理办公会审议 通过。 本次投资不构成关联交易，亦不构成《上市公司重大资产重组管理办 法》规定的重大资产重组。 相关风险提示：投资标的实际经营过程中可能面临宏观经济及行业政 策变化、市场竞争等不确定因素的影响，存在一定的市场风险、经营 风险、管理风险等。敬请广大投资者注意投资风险。 一、对外投资概述 （一）对外投资的基本情况 为推进在体内 CAR-T ...

Core Viewpoint - Sunshine Nuohuo (688621) announced an investment of 15 million yuan to acquire an 8.20% stake in Yuanma Zhiyao, which focuses on innovative research and development of circular mRNA CAR-T nucleic acid drugs, aiming to address unmet clinical needs in autoimmune diseases and tumors [1] Group 1 - The company is investing 15 million yuan to increase the registered capital of Yuanma Zhiyao by 110,600 yuan [1] - After the investment, the company will hold an 8.20% equity stake in Yuanma Zhiyao [1] - Yuanma Zhiyao specializes in the innovation and research of circular mRNA CAR-T nucleic acid drugs, aiming to revolutionize the commercialization challenges of CAR-T therapy [1] Group 2 - The investment aligns with the company's overall strategic layout in the field of in vivo CAR-T cell therapy and nucleic acid drugs [1] - The approach of using "nucleic acid drug form" to achieve "cell therapy effects" is intended to provide new solutions for patients with unmet clinical needs [1]

Core Viewpoint - Sunshine Nuohuo (688621.SH) announced an investment of 15 million yuan to subscribe for an increase in registered capital of Yuanma Zhiyao by 110,556 yuan, resulting in an 8.20% equity stake in the company, which focuses on innovative research and development of circular mRNA CAR-T nucleic acid drugs [1] Group 1 - The investment aims to advance the overall strategic layout in the field of in vivo CAR-T cell therapy and nucleic acid drugs [1] - Yuanma Zhiyao has completed early-stage research on multiple pipelines, including in vivo CAR-T with circular mRNA, and is rapidly progressing towards clinical research [1] - The company is expected to become the first globally to enter clinical trials for modified circular mRNA in vivo CAR-T therapy [1]

智通财经APP讯，阳光诺和(688621.SH)公告，公司拟以自有资金出资1500万元，认缴元码智药新增注 册资本 11.0556 万元，增资完成后将持有其8.20%的股权。该事项旨在推进在体内CAR-T细胞治疗与核 酸药物领域的整体战略布局。 ...

Group 1 - The company, 阳光诺和, plans to invest 15 million yuan in 元码智药 to increase its registered capital by 110,556 yuan, resulting in an 8.20% equity stake in the latter [1] - This investment aims to advance the overall strategic layout in the fields of in vivo CAR-T cell therapy and nucleic acid drugs [1]

Core Viewpoint - The acquisition of Jiangsu Langyan Life Science Technology Co., Ltd. by Sunshine Nuohuo aims to create a seamless integration of R&D and production, significantly enhancing the efficiency and success rate of drug development [1][2][3] Group 1: Acquisition Details - Sunshine Nuohuo plans to acquire 100% equity of Langyan Life for a transaction price of 1.2 billion yuan [1] - The acquisition will involve issuing shares and convertible bonds to 38 shareholders and raising up to 865 million yuan from no more than 35 specific investors [1][3] Group 2: Strategic Significance - The merger is expected to reduce R&D failure risks and conversion costs by integrating R&D services with manufacturing capabilities [1][2] - Sunshine Nuohuo aims to enhance its early involvement in new drug development, optimizing R&D strategies and increasing success rates [1][2] Group 3: Product Pipeline and Innovation - Langyan Life has over 30 products in development, including two innovative drugs in clinical trials, which will complement Sunshine Nuohuo's CRO services [2] - The company is also advancing in cutting-edge fields like small nucleic acid drugs, with products expected to enter clinical stages by 2026 [2] Group 4: Financial Projections - Langyan Life has profit commitments of at least 74.87 million yuan, 87.67 million yuan, 110.81 million yuan, and 131.11 million yuan from 2025 to 2028, contributing significantly to Sunshine Nuohuo's profitability [3] - The integration of CRO and pharmaceutical manufacturing is expected to diversify Sunshine Nuohuo's revenue structure, enhancing overall profitability and risk resilience [3] Group 5: Industry Impact - The acquisition represents a strategic industry integration rather than a simple asset purchase, setting a new benchmark for the pharmaceutical R&D industry [3] - As competition in the pharmaceutical R&D sector intensifies, industry integration is seen as a key path for companies to build core competitiveness [3]

北京阳光诺和药物研究股份有限公司 2025 年第四次临时股东会会议资料 证券代码：688621 证券简称：阳光诺和 北京阳光诺和药物研究股份有限公司 2025 年第四次临时股东会会议资料 二〇二五年十月 1 / 96 北京阳光诺和药物研究股份有限公司 2025 年第四次临时股东会会议资料 北京阳光诺和药物研究股份有限公司 2025 年第四次临时股东会会议资料目录 | 年第四次临时股东会会议须知 2025 4 | | --- | | 2025 年第四次临时股东会会议议程 7 | | 议案一： 关于公司符合发行股份及可转换公司债券购买资产并募集配套 | | 资金暨关联交易条件的议案 12 | | 议案二： 关于公司发行股份及可转换公司债券购买资产并募集配套资金 | | 暨关联交易方案的议案 13 | | 议案三： 关于《阳光诺和发行股份及可转换公司债券购买资产并募集资 | | 金暨关联交易报告书（草案）》及其摘要的议案 37 | | 议案四： 关于本次交易构成关联交易的议案 38 | | 议案五： 关于本次交易构成重大资产重组但不构成重组上市的议案...39 | | 议案六： 关于本次交易符合《上市公司重大资产重 ...