中国经济网北京6月9日讯 海王生物（000078）（000078.SZ）6月7日发布关于终止控制权变更及向特定 对象发行股票事项的公告。近日，公司、海王集团及丝纺集团签署了《<关于深圳市海王生物工程股份 有限公司之合作协议书>解除协议》，丝纺集团与海王集团及其一致行动人张思民、张锋、王菲签署了 《<关于深圳市海王生物工程股份有限公司之股份转让协议>及<关于深圳市海王生物工程股份有限公司 之表决权放弃协议>解除协议》，公司本次控制权变更事项终止。 鉴于公司控制权变更事项终止，公司于2025年6月6日召开了2025年第三次独立董事专门会议、第九届董 事局第二十四次会议、第九届监事会第二十次会议，审议通过了终止向特定对象发行A股股票事项的相 关事项，同意终止向特定对象发行A股股票，并签署股份认购协议的解除协议。 海王生物2024年7月30日披露《2024年度向特定对象发行A股股票预案》称，本次向特定对象发行A股股 票的发行对象为丝纺集团及其控股股东广新集团。丝纺集团、广新集团拟以现金方式认购公司本次发行 的全部股票。 丝纺集团取得上市公司控制权后，按照拟发行股数计算，本次发行完成后，丝纺集团及其一致行动人持 有的上 ...

丨2025年6月9日星期一丨 6月8日，安科生物发布的投资者关系活动记录表显示，公司曲妥珠单抗（商品名：安赛汀）处于市场快 速导入阶段，2024年度销售收入超过1亿元。该产品上市以来，销售总体呈现上升趋势，2025年1至5 月"安赛汀"的发货同比持续保持增长，预计2025年"安赛汀"会有较大幅度的同比增长。资料显示，"安 赛汀"是安科生物在抗肿瘤靶向药物领域布局的首款产品。 点评：安科生物的表态背后，是曲妥珠单抗（商品名：安赛汀）市场表现释放出的积极信号。作为公司 抗肿瘤靶向药物领域的首款产品，安赛汀的成功不仅为公司带来新的利润增长点，还提升了其在肿瘤治 疗领域的市场地位和品牌影响力，有望吸引更多投资者关注，推动公司整体估值提升，为后续研发和市 场拓展提供有力支撑。 NO.4 海王生物发布终止控制权变更公告 6月6日晚，海王生物发布了关于终止控制权变更及向特定对象发行股票事项公告。广新集团及丝纺集团 终止认购海王生物本次发行的股份。海王生物表示，上述事项终止后，公司仍会与有意向的国资主体针 对股权合作事宜展开积极洽谈，探讨未来通过优势资源整合、深化业务协同等方式，拓展新的发展空 间，为公司创造新机遇。 NO. ...

长江商报消息 ●长江商报记者 徐佳 如今易主广东国资失败，作为国内综合性大型医药企业的海王生物当前仍处于困境。 长江商报记者注意到，2022年至2024年，海王生物已连续三年业绩亏损，归属于上市公司股东的净利润 （净利润，下同）合计为-39.1亿元。且自2019年以来，海王生物已连续六年未分红。 前期密集对外并购扩张产生高额，如今海王生物计提商誉减值损失，则成为拖累公司业绩的主要因素。 2022年至2024年，海王生物计提商誉减值损失共计18.78亿元。 值得一提的是，截至今年3月末，海王集团持有海王生物46.23%股份，质押率高达99.83%。 终止易主广东国资 早在2024年初，广东国资就有意与海王生物"联姻"。 彼时，海王生物的控股股东海王集团拟以3.13元/股的价格，向丝纺集团转让所持公司2.75亿股，占公司 总股本的10%，对应交易总价约为8.61亿元。 逾半年后，交易双方再次约定，海王集团拟作价2.43元/股，将其持有的海王生物3.16亿股转让给丝纺集 团，占公司当时总股本的11.48%，交易总价为7.67亿元。同时，海王集团及其一致行动人张思民、张 锋、王菲将放弃其持有的海王生物股份对应的表决权 ...

Core Viewpoint - The control change of Haiwang Biological has been terminated, ending the planned shell sale and stock issuance to specific parties due to significant financial losses and regulatory issues [1][2][4]. Group 1: Control Change and Agreements - The initial plan involved a shell sale for 767 million and a stock issuance of up to 1.488 billion [2]. - Agreements were signed in January 2024 for the transfer of shares from Haiwang Group to Silk Group, with a total of 315,734,800 shares (12% of total shares) at a price of 2.43 yuan per share [2][3]. - Following the agreements, Silk Group was set to become the controlling shareholder, holding 12% of shares and corresponding voting rights, while Haiwang Group would hold no voting rights [3]. Group 2: Financial Performance and Losses - Haiwang Biological reported a massive loss of 1.1 billion in 2024, following losses of 990 million in 2022 and 1.71 billion in 2023, marking three consecutive years of significant losses [4][5]. - The company committed to achieving a cumulative net profit of 1.2 billion over three years (2025-2027), with specific annual targets of 300 million, 400 million, and 500 million for each respective year [4]. Group 3: Regulatory Issues - The company faced regulatory scrutiny from the Shenzhen Securities Regulatory Bureau for non-compliance in information disclosure and financial accounting practices [6][7]. - Specific issues included failure to disclose external guarantees, incomplete disclosure of restricted cash, and inaccuracies in financial reporting related to guarantees and tax assets [8][9][10][11][12][13][14].

Core Viewpoint - The proposed change of control for Haiwang Bio has been officially terminated after over three years of planning, with the company deciding to halt the stock issuance to specific parties and the transfer of control [1][3][4]. Group 1: Control Change and Stock Issuance - Haiwang Bio announced the termination of its control change and stock issuance to specific parties, which was intended to be executed through stock transfer and voting rights relinquishment [1][3]. - The control change involved the transfer of 316 million unrestricted circulating shares from the controlling shareholder, Shenzhen Haiwang Group, to Guangdong Silk and Textile Group, representing 12% of the total shares [1][3]. - The termination was formalized through the signing of a termination agreement, with all parties confirming no breach of contract or other liabilities [3][4]. Group 2: Financial Performance - Haiwang Bio has reported consecutive losses over the past three years, with revenues of approximately 37.83 billion, 36.42 billion, and 30.32 billion yuan for 2022 to 2024, and corresponding net losses of about 1.03 billion, 1.69 billion, and 1.19 billion yuan [4]. - In the first quarter of this year, the company experienced a revenue decline of 8.81% year-on-year, totaling approximately 7.38 billion yuan, and a net profit drop of 44.38%, amounting to about 24 million yuan [5]. - The company's high debt ratio is concerning, with an asset-liability ratio of 89.76% reported at the end of the first quarter [5]. Group 3: Future Plans and Market Position - Despite the termination of the control change, Haiwang Bio plans to continue discussions with interested state-owned entities regarding equity cooperation to explore new development opportunities [4]. - The company has indicated that its business operations are proceeding normally and that the termination of the control change will not adversely affect its ongoing operations and stable development [4].

Core Viewpoint - Haiwang Bio announced the termination of its nearly three-year plan to change its controlling rights, marking a pause in its efforts to introduce state-owned capital from Guangdong Province [1][4] Financial Performance - As of June 6, Haiwang Bio's stock price closed at 2.56 yuan per share, with a year-to-date increase of only 0.39%, resulting in a total market capitalization of 6.736 billion yuan [3] - The company has reported continuous losses for three consecutive years, with cumulative losses exceeding 3.7 billion yuan from 2022 to 2024. The first quarter of 2025 showed a 44.38% year-on-year decline in net profit to 23.72 million yuan, with an actual loss of 74.74 million yuan after excluding non-recurring gains and losses [4][6] Financial Structure - As of March 2025, the company's debt-to-asset ratio rose to 89.76%, significantly higher than the industry average in pharmaceutical distribution. Short-term debt reached 13.043 billion yuan, while cash and cash equivalents were only 4.565 billion yuan, indicating ongoing pressure on short-term debt repayment capabilities [6] - Accounts receivable reached 15.367 billion yuan, exceeding 200% of the current operating revenue, leading to tight operating capital and high collection risks due to long-term occupation of funds by hospital clients [6] Future Development and Restructuring - In the first half of 2024, the company faced 109 lawsuits related to accounts receivable, with a total amount exceeding 535 million yuan. The company recorded goodwill impairment of over 800 million yuan in 2023 and expects to continue impairing between 400 million to 570 million yuan in 2024, maintaining a goodwill balance of 863 million yuan by year-end [7] - The company plans to focus on resource integration and market expansion in the medical device sector, aiming to optimize its industrial layout and deepen strategic cooperation for business transformation and upgrading [8]

Core Viewpoint - The company, Haiwang Bio, has announced the termination of its control change and private placement plan, marking the end of a capital cooperation that was initiated in early 2024 [2][8]. Group 1: Background of Control Change and Private Placement - The control change and private placement plan began on January 13, 2024, when Haiwang Bio and its controlling shareholder, Haiwang Group, signed a cooperation agreement with Sifang Group to transfer part of the shares [5]. - On July 28, 2024, a share transfer agreement was signed, where Sifang Group was to acquire 315.7 million unrestricted shares from Haiwang Group, representing 12% of Haiwang Bio's total shares [5][6]. - To ensure the smooth transfer of control, a voting rights waiver agreement was signed, where Haiwang Group would relinquish voting rights for 900.7 million shares, effectively transferring control to Sifang Group [5][6]. Group 2: Termination of Agreements - On June 6, 2025, the capital cooperation was abruptly terminated, with Haiwang Bio, Haiwang Group, and Sifang Group signing a termination agreement [8]. - The termination was described as a "no-fault termination," indicating that it was a result of amicable negotiations, with no party liable for breach of contract [8]. - Haiwang Group is required to return a deposit of 10 million yuan to Sifang Group within five days of the termination agreement's effectiveness [8]. Group 3: Impact of Termination - Following the termination, Haiwang Bio stated that there would be no change in its controlling shareholder or actual controller, and business operations would continue as normal [11]. - The company expressed regret for any inconvenience caused to investors and emphasized its commitment to focusing on core business areas, particularly in medical devices [11]. - Haiwang Bio indicated that it would continue to seek potential partnerships with state-owned enterprises for future equity cooperation opportunities [11]. Group 4: Financial Performance - In the first quarter of 2025, Haiwang Bio reported a revenue of 7.38 billion yuan, a year-on-year decrease of 8.8%, and a net profit attributable to shareholders of 23.72 million yuan, down 44.4% year-on-year [12]. - As of June 6, 2025, the company's stock price closed at 2.56 yuan per share, with a total market capitalization of 6.736 billion yuan [13].

Core Viewpoint - Haiwang Bio has faced continuous losses in 2023 and 2024, leading to the failure of its control transfer plan after three years of efforts [1][3]. Group 1: Control Transfer and Corporate Strategy - Haiwang Bio announced the termination of its control transfer and stock issuance to specific entities, which was intended to change its actual controller to the Guangdong Provincial Government [1]. - The company will continue to seek new cooperation partners among state-owned enterprises for equity cooperation and explore new development opportunities through resource integration and business collaboration [2]. Group 2: Financial Performance and Challenges - Haiwang Bio's net profit attributable to shareholders has shown consecutive losses of 1.69 billion yuan in 2023 and 1.193 billion yuan in 2024 [3]. - In Q1 2025, the company's net profit attributable to shareholders was 25 million yuan, a year-on-year decline of 44.38%, with a net loss of 74.74 million yuan after excluding non-recurring gains and losses [3]. - The company's accounts receivable reached 15.367 billion yuan, more than double its operating revenue, and its debt-to-asset ratio stood at 89.76%, the highest in the A-share pharmaceutical distribution sector [3].

Core Viewpoint - The company has decided to terminate its plan for a specific issuance of A-shares for 2024 after discussions with strategic investors, indicating a strategic adjustment in its operations [1][2]. Group 1: Termination of A-share Issuance - The termination of the A-share issuance will not have a substantial impact on the company's normal operations or harm shareholder interests [1]. - The decision was made after friendly consultations with Shenzhen Haiwang Group Co., Ltd. and Guangdong Silk Textile Group Co., Ltd. [1]. Group 2: Business Strategy and Performance - The company has been focusing on restructuring its business, particularly in the medical device sector, while divesting non-core and underperforming assets to enhance operational efficiency [1][2]. - In 2024, the company achieved a revenue of 30.317 billion yuan, maintaining steady growth despite a complex market environment [1]. - The company has completed goodwill impairment provisions, laying a solid foundation for future development [1]. Group 3: Medical Device Business - The company has established a comprehensive supply chain network covering over 20 provinces and cities in China, maintaining long-term stable partnerships with international brands like Siemens and Mindray Medical [2]. - Future plans include expanding the scale of its medical device agency business and deepening strategic cooperation with high-quality domestic and international suppliers [2]. Group 4: Financial Management and Outlook - As of the end of 2024, the company's goodwill was valued at approximately 379 million yuan, allowing it to focus on high-value-added business areas [2]. - The company has successfully completed equity transfers of several subsidiaries, optimizing its asset structure and supporting its transformation [2]. - Although facing short-term financial pressures, the effective release of goodwill risks and the strengthening of core businesses are expected to improve the company's operational status and create sustainable value for investors [2].

本公司及董事局全体成员保证信息披露的内容真实、准确、完整，没有虚假记载 、误导 性陈述或重大遗漏。 证券代码：000078 证券简称：海王生物 公告编号：2025-033 深圳市海王生物工程股份有限公司 关于终止控制权变更及向特定对象发行股票事项的公告 一、 关于公司控制权变更及向特定对象发行股票事项的基本情况 2024年1月13日，深圳市海王生物工程股份有限公司(以下简称"公司"或"海 王生物")、公司控股股东深圳海王集团股份有限公司（以下简称"海王集团"）及 广东省丝绸纺织集团有限公司（以下简称"丝纺集团"）签署了《关于深圳市海 王生物工程股份有限公司之合作协议书》（以下简称"《合作协议》"），约定 了海王集团拟向丝纺集团协议转让公司部分股份的合作方案。 2024年7月28日，丝纺集团与海王集团签署了《关于深圳市海王生物工程股 份有限公司之股份转让协议》（以下简称"《股份转让协议》"），约定海王集 团将其持有的公司315,734,800 股无限售条件流通股通过协议转让的方式转让给 丝纺集团，占截至本公告披露日公司股份总数的12%。 12%的股份及表决权，海王集团及其一致行动人持有的表决权数量为0，公司控 ...