华润三九医药股份有限公司 关于本次交易相关主体买卖股票情况的自查报告 本公司及董事会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。 股票代码：000999 股票简称：华润三九 编号：2025—023 华润三九医药股份有限公司（以下简称"华润三九"、"上市公司"）拟以支 付现金的方式向天士力生物医药产业集团有限公司（以下简称"天士力集团"） 及其一致行动人天津和悦科技发展合伙企业（有限合伙）（以下简称"天津和悦"）、 天津康顺科技发展合伙企业（有限合伙）（以下简称"天津康顺"）、天津顺祺科 技发展合伙企业（有限合伙）（以下简称"天津顺祺"）、天津善臻科技发展合伙 企业（有限合伙）（以下简称"天津善臻"）、天津通明科技发展合伙企业（有限 合伙）（以下简称"天津通明"）、天津鸿勋科技发展合伙企业（有限合伙）（以下 简称"天津鸿勋"）合计购买其所持有的天士力医药集团股份有限公司（以下简 称"天士力"、"标的公司"）418,306,002股股份（占天士力已发行股份总数的28%） （以下简称"本次交易"或"本次重组"）。此外，天士力集团同意，天士力集团 应出具书面承诺，承诺在登记日后放 ...

股票代码：000999 股票简称：华润三九 编号：2025-022 华润三九医药股份有限公司 关于重大资产购买报告书（草案）修订说明的公告 本公司及董事会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。 华润三九医药股份有限公司董事会 二○二五年三月十七日 根据《问询函》要求，上市公司对重组报告书（草案）进行了完善和修订补充，并 于 2025 年 3 月 17 日全文披露了《华润三九医药股份有限公司重大资产购买报告书（草 案）（修订稿）》（以下简称"草案（修订稿）"）。 | 序号 | | 章节 | 修订情况 | | --- | --- | --- | --- | | 1 | 重大风险提示 | | 对"二、与标的资产相关的风险"之"（三）药 | | | | | 物研发风险"中相关内容进行补充 | | | | | 更新上市公司截至 年 月 日的控股股 2024 12 31 | | 2 | 第二节 | 上市公司基本情况 | 东及实际控制人情况；更新上市公司 2024 年度 | | | | | 主要财务数据 | | 3 | 第八节 | 管理层讨论与分析 | 更新上市公司 2024 年 ...

Investment Rating - The report maintains a "Buy" rating for the company, indicating an expected relative price increase of over 15% [4][15]. Core Insights - The company has shown robust growth in its CHC (Consumer Health Care) segment, driven by its core cold medicine category, and is expected to continue expanding its product offerings and market presence [1][8]. - The prescription drug segment is gradually recovering, with a focus on enriching the product pipeline and responding to external industry changes [1][10]. - The acquisition of a 28% stake in Tianjin Tianshi is progressing smoothly and is anticipated to positively impact the company's earnings starting in 2025 [11][12]. Financial Performance - In 2024, the company achieved total revenue of 27.617 billion yuan, a year-on-year increase of 11.63%, and a net profit of 3.368 billion yuan, up 18.05% [2][8]. - The CHC business generated revenue of 12.482 billion yuan in 2024, reflecting a growth of 14.13%, while the prescription drug business saw revenue of 6.006 billion yuan, an increase of 15.04% [9][10]. - The company’s gross margin for 2024 was 51.86%, with a slight decrease attributed to changes in business structure and external factors [14]. Future Outlook - For 2025, the company is projected to achieve revenues of 30.429 billion yuan and net profits of 3.868 billion yuan, with expected growth rates of 10.2% and 14.8%, respectively [3][15]. - The CHC segment is expected to maintain steady growth, while the prescription drug segment is anticipated to continue its recovery, supported by strategic product development and market expansion efforts [13][15]. Business Strategy - The company is focusing on enhancing its brand influence and product offerings through a "1+N" brand strategy, which aims to strengthen its market position in the OTC and professional brand segments [13]. - The integration of the acquired Tianjin Tianshi assets is expected to enhance the company's capabilities in the traditional Chinese medicine sector, driving innovation and market competitiveness [12][11].

Financial Performance - In 2024, the company achieved a revenue of CNY 27.617 billion, an increase of 11.63% year-on-year [4] - Net profit attributable to shareholders reached CNY 3.368 billion, up 18.05% from the previous year [4] - Operating cash flow was CNY 4.402 billion, reflecting a 5.02% increase year-on-year [4] - The overall gross margin for 2024 was 51.86%, a decrease of 1.39 percentage points [5] Business Segments - CHC health consumer products generated revenue of CNY 12.482 billion, a growth of 14.13%, accounting for 45.20% of total revenue [4] - Prescription drug revenue was CNY 6.006 billion, increasing by 15.04% [4] - Traditional Chinese medicine (Kunming Pharmaceutical) revenue was CNY 5.213 billion, showing a slight decline of 0.34% [4] Research and Development - R&D investment for 2024 was CNY 0.953 billion, focusing on oncology, orthopedics, dermatology, respiratory, and anti-infection treatments [5] - The company received multiple drug registration certificates, including for 999 Oseltamivir and 999 Sodium Hyaluronate Eye Drops [5] Strategic Initiatives - The company is actively pursuing mergers and acquisitions, including the acquisition of a 28% stake in Tianjin Tasly Pharmaceutical [9] - The integration with Kunming Pharmaceutical is progressing as planned, with a focus on brand positioning and market differentiation [9] Market Outlook - The company anticipates continued double-digit revenue growth in 2025, despite a challenging market environment [10] - The prescription drug sector is expected to stabilize, with a focus on enhancing clinical value and innovation [20] Shareholder Returns - The proposed dividend for 2024 is CNY 3.2 per 10 shares, with a total cash dividend amounting to CNY 1.695 billion, representing 50.34% of the net profit [10] - The company aims to maintain a stable dividend payout ratio, currently at 50% [31] Environmental and Social Responsibility - The company is committed to green development, with six national-level green factories and initiatives to achieve near-zero carbon emissions [6] - Participation in projects that promote ecological planting of traditional Chinese medicine has been recognized with awards [6]

公司深度报告 · 医药行业 中医药健康引领者,长期发展韧性 2025年3月14日 华润三九(000999.SZ) 推荐 首次评级 分析师 程培 ☎：021-2025-7805 | 市场数据 | 2025-03-14 | | --- | --- | | 股票代码 | 000999.SZ | | A 股收盘价(元) | 41.90 | | 上证指数 | 3419.56 | | 总股本 | 128429.87 | | 实际流通 A 股(万股) | 127565.21 | | 流通 A 股市值(乙元) | 534.50 | 2023-03-14 相对沪深 300 表现图 资料来源:中国银河证券研究院 相关研究 www.chinastock.com.cn 证券研究报告 请务必阅读正文最后的中国银河证券股份有限公司免责声明 ● 事件: 华润三九发布 2024年年报,2024年营业收入 276.17 亿元,同比增长 12%;归母净利润 33.68亿元,同比增长 18%;扣非归母净利润 31.18 亿元, 同比增长 15%。经营活动现金流净额 44.02 亿元,同比增长 5%。全年计提各 项资产减值准备 3.08 亿元,对 ...

Investment Rating - The report gives a "Buy" rating for China Resources Sanjiu (华润三九) [1] Core Views - China Resources Sanjiu is positioned as a leader in the traditional Chinese medicine health sector, demonstrating long-term resilience in development [1] - The company has shown consistent revenue growth, with a projected increase in net profit for the years 2025-2027 [4][5] - The company is actively expanding its market presence through both organic growth and strategic acquisitions, enhancing its competitive edge in the pharmaceutical industry [4][9] Summary by Sections 1. Company Overview - China Resources Sanjiu has maintained stable revenue growth, with operating income rising from 7.3 billion yuan in 2014 to 27.6 billion yuan in 2024, reflecting a compound annual growth rate (CAGR) of 14% [12] - The net profit attributable to shareholders increased from 1 billion yuan in 2014 to 3.4 billion yuan in 2024, with a CAGR of 13% [12] 2. Market Position and Business Expansion - The company leads the market in household essential medicines, particularly in the CHC (Consumer Health Care) segment, which includes OTC (Over-the-Counter) products [36] - CHC business revenue has grown from 4.4 billion yuan in 2015 to 12.5 billion yuan in 2024, accounting for approximately 50% of total revenue [37] - The company has a strong brand presence, with its flagship product, 999 Cold Medicine, being a top seller in retail pharmacies [45][48] 3. Brand and Channel Strength - China Resources Sanjiu has built a robust brand over 30 years, with significant investments in marketing leading to high brand recognition [58][63] - The company has established a comprehensive distribution network, covering over 600,000 pharmacies nationwide and collaborating with major e-commerce platforms [70] 4. Financial Forecast and Valuation - The projected net profit for 2025 is 3.87 billion yuan, with a growth rate of 15.01%, and the PE ratio is expected to be 13.89 [5] - The report indicates that the company's valuation is below the average PE of comparable companies, suggesting potential for growth [4] 5. Strategic Acquisitions - Since 2012, the company has completed over 10 acquisitions, including the recent acquisition of Kunming Pharmaceutical Group, enhancing its product offerings and market share [4][31] - The planned acquisition of Tianjin Tasly Pharmaceutical is expected to further strengthen its position in the prescription drug market [34]

Investment Rating - The investment rating for the company is "Buy" (maintained) [7] Core Views - The company reported a steady growth in performance, showcasing strong resilience as a leading enterprise [2] - In 2024, the company achieved revenue of 27.617 billion yuan, a year-on-year increase of 11.63%, and a net profit attributable to shareholders of 3.368 billion yuan, up 18.05% year-on-year [5][13] - The self-care (CHC) business revenue reached 12.482 billion yuan, growing 14.13% year-on-year, while prescription drug revenue was 6.006 billion yuan, increasing 15.04% year-on-year [14] - The company expects double-digit growth in both revenue and profit for 2025, with projected revenues of 30.685 billion yuan and net profits of 3.792 billion yuan [15][16] Summary by Sections Financial Performance - In Q4 2024, the company recorded revenue of 7.876 billion yuan, a year-on-year increase of 28.47%, but net profit decreased by 9.39% to 408 million yuan [5][13] - The company anticipates a capital expenditure of approximately 1 billion yuan for ongoing fixed asset projects [15] Business Segments - The CHC business continues to strengthen its market position in core categories such as cold and gastrointestinal products, while the prescription drug segment shows recovery in the formula granule business [14] - Traditional Chinese medicine revenue reached 5.213 billion yuan, growing 7.33% year-on-year, with a focus on the Sanqi industry chain and brand innovation [14] Future Projections - Revenue projections for 2025-2027 are 30.685 billion yuan, 33.974 billion yuan, and 37.477 billion yuan, with corresponding growth rates of 11.11%, 10.72%, and 10.31% [16][17] - The expected earnings per share (EPS) for 2025 is 2.95 yuan, with a three-year compound annual growth rate (CAGR) of 12.97% [16]

[Table_Tag] [Table_Summary] 投资要点 2025 年 03 月 16 日 证券分析师 朱国广 执业证书：S0600520070004 zhugg@dwzq.com.cn 股价走势 证券研究报告·公司点评报告·中药Ⅱ 华润三九（000999） 2024 年年报点评：核心业务保持稳健，持续 深入中药产业链条的融合布局 买入（维持） | [Table_EPS] 盈利预测与估值 | 2023A | 2024A | 2025E | 2026E | 2027E | | --- | --- | --- | --- | --- | --- | | 营业总收入（百万元） | 24739 | 27617 | 30655 | 34202 | 37888 | | 同比（%） | 36.83 | 11.63 | 11.00 | 11.57 | 10.78 | | 归母净利润（百万元） | 2853 | 3368 | 3834 | 4409 | 5030 | | 同比（%） | 16.50 | 18.05 | 13.84 | 15.01 | 14.07 | | EPS-最新摊薄（元/股） | 2.22 | 2. ...

Investment Rating - The investment rating for the company is "Buy" (maintained) [1] Core Insights - The company achieved a revenue of 27.617 billion yuan in 2024, representing a year-on-year growth of 11.63%, and a net profit attributable to shareholders of 3.368 billion yuan, up 18.05% [8] - The CHC (Consumer Health Care) business showed steady growth with a revenue of 12.482 billion yuan, increasing by 14.13%, while the prescription drug business also performed well with a revenue of 6.006 billion yuan, up 15.04% [8] - The company is pursuing strategic acquisitions, including a planned acquisition of 28% of Tian Shi Li, which has received approval from the State-owned Assets Supervision and Administration Commission [8] Financial Performance Summary - Total revenue forecast for 2024 is 27.617 billion yuan, with a projected growth rate of 11.63% [9] - The net profit attributable to shareholders is expected to reach 3.368 billion yuan in 2024, with a growth rate of 18.05% [9] - The earnings per share (EPS) for 2024 is projected at 2.62 yuan, with a price-to-earnings (P/E) ratio of 15.98 [9] Business Segment Performance - CHC business revenue is expected to grow steadily, while the prescription drug segment is also anticipated to show positive trends [8] - The traditional Chinese medicine segment reported a revenue of 5.213 billion yuan, reflecting a growth of 7.33% [8] - The gross margin for the CHC business is 60.86%, while the prescription drug segment has a gross margin of 47.51% [8]

Summary of the Conference Call for China Resources Sanjiu (华润三九) Company Overview - **Company**: China Resources Sanjiu - **Industry**: Pharmaceutical Key Financial Performance - **2024 Revenue**: 76.17 billion CNY, up 11.6% year-on-year [2] - **Net Profit**: 33.68 billion CNY, up 18% year-on-year [2] - **Operating Cash Flow**: 44 billion CNY, up 5% year-on-year [2] - **CHC Business Revenue**: 124.8 billion CNY, up 14%, accounting for 45.2% of total revenue [2] - **Prescription Drug Revenue**: 60 billion CNY, up 15% [2] Research and Development - **R&D Investment**: 9.53 billion CNY focused on oncology, orthopedics, and respiratory infections [2] - **Drug Approvals**: Six drug registration approvals and three classic formula registrations obtained [2][6] Mergers and Acquisitions - **Integration with KunYao Group**: Progressing steadily, with the completion of a 51% equity transfer of China Resources Shenghuo [7] - **Acquisition of Tianshili**: Announcement of acquiring 28% of Tianshili shares, approved by regulatory bodies [7] Environmental Initiatives - **Green Factory Recognition**: Five factories recognized as green factories, including national-level certifications [8] - **Zero Carbon Pilot**: Selected as a pilot project for near-zero carbon emissions in Shenzhen [8] Shareholder Returns - **Dividend Distribution**: Cash dividend of 3.2 CNY per 10 shares, totaling 16.9 billion CNY, representing 50.34% of net profit [2][10] Business Segment Performance - **Prescription Drug Business**: Revenue growth in the second half of 2024, but impacted by centralized procurement policies [11] - **Gross Margin**: Overall gross margin decreased to approximately 52%, with prescription drugs at about 48% and CHC at around 60% [12] Strategic Outlook - **2025 Revenue Growth**: Expected to achieve double-digit revenue growth, with net profit growth matching revenue [14] - **CHC Business Strategy**: Focus on comprehensive coverage and leading market position, with plans to expand the "Ganmaoling" brand into the entire respiratory category [13] - **Future Market Dynamics**: Anticipation of policy changes affecting the market capacity in the formula granule sector [11] Challenges and Responses - **Impact of Centralized Procurement**: The company is adapting to the changes brought by centralized procurement policies, focusing on market share in the short term while enhancing management capabilities for long-term sustainability [19][20] Future Development Plans - **Integration of Tianshili**: Aiming to enhance Tianshili's innovative drug capabilities and establish it as a leading brand in traditional Chinese medicine [16] - **Long-term R&D Strategy**: Focus on innovative drugs and traditional Chinese medicine, with a commitment to increasing R&D investment [21] Conclusion - **Overall Strategy**: China Resources Sanjiu aims to solidify its position as a leading player in the pharmaceutical industry, focusing on core business areas, enhancing R&D capabilities, and exploring potential mergers and acquisitions to drive growth [29]