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启迪药业集团股份公司 关于控股股东所持公司股份被司法拍卖暨控制权拟发生变更的提示性公告
Core Points - The core event involves the judicial auction of 58,606,962 shares of Qidi Pharmaceutical Group Co., Ltd. (hereinafter referred to as "the company") held by its controlling shareholder, Qidi Technology Service Co., Ltd. (hereinafter referred to as "Qidi Technology"), which will be transferred to Hunan Sailoxian Management Consulting Partnership (Limited Partnership) (hereinafter referred to as "Hunan Sailoxian") [2][3][5] Group 1: Shareholding Changes - The shares auctioned represent 24.47% of the company's total share capital, with the transaction price being approximately 1,007,392,612.46 yuan [5] - Following the transfer, Qidi Technology's shareholding will decrease from 63,151,413 shares (26.37%) to 4,544,451 shares (1.90%), while Hunan Sailoxian will hold 58,606,962 shares, representing 24.47% of the total [2][3] Group 2: Control and Governance Impact - This change in shareholding will result in a change of control over the company, significantly affecting its equity structure and governance [3][8] - The transaction does not trigger a mandatory tender offer, but it will lead to a change in the controlling shareholder and actual controller [3][8] Group 3: Legal and Procedural Aspects - The transfer of shares is subject to legal procedures, including the completion of the transfer registration [4][8] - The buyer, Hunan Sailoxian, must comply with relevant laws and regulations regarding shareholding and transfer restrictions, including a prohibition on selling the shares for 18 months post-acquisition [8]
启迪药业股价上涨2.59% 控制权变更引发市场关注
Jin Rong Jie· 2025-08-08 16:26
Core Viewpoint - As of August 8, 2025, Qidi Pharmaceutical's stock price reached 11.90 yuan, reflecting a 2.59% increase from the previous trading day, with a trading volume of 118,200 hands and a transaction amount of 140 million yuan [1] Group 1: Company Overview - Qidi Pharmaceutical primarily engages in traditional Chinese medicine and health products, with this segment accounting for 93.88% of its business in the 2024 financial report [1] - The company's product offerings include traditional Chinese medicine and influenza prevention [1] Group 2: Shareholder Changes - On August 8, the company announced that its controlling shareholder, Qidi Technology Service Co., Ltd., will transfer 58.607 million shares to Hunan Sailuxian as per a judicial ruling [1] - Following this equity change, Hunan Sailuxian will hold 24.47% of the company's shares, becoming the largest shareholder, which will result in a change of control for the company [1] Group 3: Financial Performance - In the first quarter of 2025, the company reported an operating revenue of 65.22 million yuan, with a net profit of -16.26 million yuan [1]
启迪药业: 关于控股股东所持公司股份被司法拍卖暨控制权拟发生变更的提示性公告
Zheng Quan Zhi Xing· 2025-08-08 16:23
Core Viewpoint - The announcement indicates that the controlling shareholder of Qidi Pharmaceutical will undergo a change due to the judicial auction of shares held by its subsidiary, resulting in a significant shift in the company's ownership structure and governance [1][2]. Group 1: Overview of Judicial Auction - Qidi Pharmaceutical received a court ruling that mandates the transfer of 58,606,962 shares to Hunan Sailoxian Management Consulting Partnership, which represents 24.47% of the company's total share capital [1][2]. - The shares were successfully auctioned for a total price of 1,007,392,612.46 yuan [2]. Group 2: Details of Equity Change - Following the auction, Qidi Technology Service Co., Ltd. will no longer hold any shares in Qidi Pharmaceutical, reducing its holdings from 63,151,413 shares (26.37%) to 4,544,451 shares (1.90%) [1][4]. - Hunan Sailoxian's shareholding will increase from 0 shares to 58,606,962 shares, representing 24.47% of the total share capital [1][4]. Group 3: Impact on Company Control - The change in shareholding will lead to a shift in the control of the company, which will have significant implications for its equity structure and governance [2][5]. - The transaction does not affect the company's independence in terms of business, assets, finance, personnel, or institutions from the controlling shareholder and its other controlled enterprises [4][5]. Group 4: Subsequent Matters and Regulations - The transaction does not trigger a mandatory takeover bid but involves a change in the controlling shareholder and actual controller [5]. - The shares acquired through the judicial auction cannot be transferred for 18 months post-acquisition, as per regulatory requirements [5].
启迪药业: 启迪药业集团股份公司详式权益变动报告书
Zheng Quan Zhi Xing· 2025-08-08 16:23
Group 1 - The core point of the report is that Hunan Sailoxian Management Consulting Partnership (Limited Partnership) has acquired 58,606,962 shares of Qidi Pharmaceutical Group Co., Ltd., representing 24.47% of the total shares, through judicial auction, making it the controlling shareholder of the company [1][18][24] - The acquisition was executed following a court ruling and was completed on August 5, 2025, with the total payment amounting to 1,007.39 million yuan [20][19] - The report confirms that the acquisition does not aim to terminate the listing status of Qidi Pharmaceutical and that the company will continue to operate independently [17][23] Group 2 - Hunan Sailoxian was established on June 19, 2025, primarily engaged in investment management, with a registered capital of 405.57 million yuan [4][6] - The actual controller of Hunan Sailoxian is Jiang Lin, who holds 66.86% of the shares in the executing partner, Shanghai Sailoxian [5][6] - Qidi Pharmaceutical operates in the pharmaceutical manufacturing industry, focusing on the research and development of traditional Chinese medicine and Western medicine formulations, with over 140 drug varieties and more than 30 patents [24][25] Group 3 - The financial data of Shanghai Sailoxian shows total assets of 1,650.71 million yuan and total equity of 1,322.98 million yuan as of December 31, 2024, with a net profit of 93.54 million yuan [6][13] - The report indicates that there are no significant legal violations or administrative penalties against Hunan Sailoxian in the past five years [14][16] - The report outlines that there is a potential for competition between Qidi Pharmaceutical and Hunan Sailoxian's core enterprise, Hengchang Pharmaceutical, due to overlapping product lines [24][26]
启迪药业:公司控制权拟发生变更
Core Viewpoint - The announcement indicates a significant change in the ownership structure of Qidi Pharmaceutical, with Hunan Sailuxian acquiring 24.47% of the company's shares, leading to a change in control and potential impacts on corporate governance [1] Summary by Relevant Sections Ownership Change - Qidi Pharmaceutical announced that on August 6, it received an execution ruling from the Beijing Financial Court, transferring 58.607 million shares (24.47% of total shares) from Qidi Kefu to Hunan Sailuxian [1] - Following this transfer, Qidi Kefu will no longer hold any shares in Qidi Pharmaceutical, reducing its and its concerted action party, Huaqing Investment's total shareholding to 4.5445 million shares (1.90% of total shares) [1] Impact on Corporate Governance - The acquisition of a controlling stake by Hunan Sailuxian is expected to have a significant impact on the company's ownership structure and governance [1]
启迪药业: 中信证券股份有限公司关于启迪药业集团股份公司详式权益变动报告书之财务顾问核查意见
Zheng Quan Zhi Xing· 2025-08-08 13:08
Core Viewpoint - The financial advisor, CITIC Securities, has verified the detailed equity change report of Tsinghua Unigroup Pharmaceutical Group Co., Ltd., confirming that the disclosed information is accurate, complete, and compliant with relevant laws and regulations [1][5][21]. Group 1: Overview of the Equity Change - The equity change involves the acquisition of 58,606,962 shares of Tsinghua Unigroup, representing 24.47% of the total share capital, making the acquirer the controlling shareholder [16][17]. - The acquisition was executed through a judicial auction, with the total payment amounting to 1,007.39 million yuan [21][22]. Group 2: Financial Status of the Acquirer - The acquirer, Hunan Sailoxian Management Consulting Partnership (Limited Partnership), was established on June 19, 2025, with a registered capital of 405.57 million yuan [5][6]. - The financial data of the acquirer shows total assets of 1,650.71 million yuan and total equity of 1,322.98 million yuan as of December 31, 2024 [13]. Group 3: Impact on Tsinghua Unigroup - Tsinghua Unigroup will maintain its independence as a listed company, with no plans to change its main business or make significant adjustments in the next 12 months [22][24]. - The acquirer has committed to avoiding any actions that would harm the interests of Tsinghua Unigroup and its minority shareholders [25][29]. Group 4: Compliance and Regulatory Aspects - The acquirer has adhered to all necessary legal procedures and obligations regarding the equity change, including the commitment to disclose any future changes in shareholding [16][22]. - There are no reported violations or legal issues concerning the acquirer in the past five years [14][15].
启迪药业:控股股东所持公司股份被司法拍卖暨控制权拟发生变更
Mei Ri Jing Ji Xin Wen· 2025-08-08 13:02
(文章来源:每日经济新闻) 启迪药业(SZ 000590,收盘价:11.9元)8月8日晚间发布公告称,2025年8月6日,启迪药业集团股份 公司(以下简称"公司"或"启迪药业")收到湖南赛乐仙管理咨询服务合伙企业(有限合伙)(以下简 称"湖南赛乐仙")送达的北京金融法院《执行裁定书》【(2024)京74执1019号】,裁定将被执行人启迪 科技服务有限公司(以下简称"启迪科服")持有的启迪药业58,606,962股股票过户至买受人湖南赛乐仙 名下,买受人可持裁定书到相关登记管理机构办理过户登记手续。本次权益变动系公司控股股东启迪科 服所持有的公司58,606,962股股票被司法拍卖所致。本次权益变动后,启迪科服将不再持有公司股票, 启迪科服及其一致行动人北京华清投资有限公司(以下简称"华清投资")持有的公司股票总数从 63,151,413股下降为4,544,451股,占公司总股本的比例从26.37%下降至1.90%。湖南赛乐仙持有公司股 份数从0股将增加为58,606,962股,占公司总股本比例从0将增加为 24.47%。 本次权益变动不触及要约 收购。本次权益变动完成后,湖南赛乐仙将持有公司24.47%的股份 ...
启迪药业(000590.SZ):控股股东所持公司股份被司法拍卖 控制权拟发生变更
Ge Long Hui A P P· 2025-08-08 12:45
Core Viewpoint - Tsinghua Unigroup (启迪药业) announced a significant change in its shareholding structure due to a judicial auction, resulting in a shift of control from its major shareholder, Tsinghua Technology Service Co., Ltd. (启迪科服), to Hunan Sailuxian Management Consulting Partnership (湖南赛乐仙) [1] Shareholding Changes - Tsinghua Technology Service Co., Ltd. will transfer 58,606,962 shares of Tsinghua Unigroup to Hunan Sailuxian, leading to a decrease in its shareholding from 63,151,413 shares to 4,544,451 shares [1] - The ownership percentage of Tsinghua Technology Service will drop from 26.37% to 1.90%, while Hunan Sailuxian will acquire 24.47% of the total shares, marking a significant entry into the company's equity structure [1] Impact on Company Control - The transfer of shares will result in a change of control over Tsinghua Unigroup, which is expected to have a major impact on the company's governance and overall shareholding structure [1]
启迪药业:控股股东所持5860.7万股股票被司法拍卖 公司控制权将发生变更
Xin Lang Cai Jing· 2025-08-08 12:35
Core Viewpoint - The announcement indicates a significant change in the ownership structure of Qidi Pharmaceutical, with Hunan Sailuxian acquiring a substantial stake, leading to a shift in control and governance of the company [1] Group 1: Ownership Changes - Qidi Pharmaceutical received a court ruling that mandates the transfer of 58.607 million shares from Qidi Kefu to Hunan Sailuxian [1] - Following this transfer, Qidi Kefu will no longer hold any shares in Qidi Pharmaceutical, and its associated entity, Huqing Investment, will see its shareholding drop from 63.1514 million shares to 4.5445 million shares [1] - Hunan Sailuxian will hold 58.607 million shares, representing 24.47% of the total share capital of Qidi Pharmaceutical after the transfer [1] Group 2: Impact on Control and Governance - The change in ownership will result in a shift in control of Qidi Pharmaceutical, which is expected to have a significant impact on the company's equity structure and governance [1] - The ownership change does not trigger a mandatory tender offer, indicating that the acquisition process will not require additional offers to other shareholders [1]
启迪药业(000590) - 启迪药业集团股份公司详式权益变动报告书
2025-08-08 12:33
启迪药业集团股份公司 二、信息披露义务人签署本报告书已获得必要的授权和批准,其行为亦不 违反信息披露义务人章程或内部规则中的任何条款,或与之相冲突。 详式权益变动报告书 上市公司名称:启迪药业集团股份公司 股票上市地点:深圳证券交易所 股票简称:启迪药业 股票代码:000590.SZ 信息披露义务人:湖南赛乐仙管理咨询服务合伙企业(有限合伙) 注册地址:长沙市开福区青竹湖街道青竹湖路 29 号长沙金霞海关保税物流 投资建设有限公司商务写字楼 1607 房 通讯地址:长沙市开福区青竹湖街道青竹湖路 29 号长沙金霞海关保税物流 投资建设有限公司商务写字楼 1607 房 股份变动性质:股份增加(司法拍卖) 签署日期:2025 年 8 月 启迪药业集团股份有限公司详式权益变动报告书 信息披露义务人声明 一、本报告书系根据《中华人民共和国公司法》《中华人民共和国证券法》 《上市公司收购管理办法》《公开发行证券的公司信息披露内容与格式准则第 15 号——权益变动报告书》《公开发行证券的公司信息披露内容与格式准则第 16 号——上市公司收购报告书》及相关法律、法规和部门规章有关规定编制。 | 第一节 | 释 义 3 | ...