证券代码：300765 证券简称：新诺威 公告编号：2025-083 石药创新制药股份有限公司 二、董事会会议审议情况 经与会董事充分讨论，本次会议审议并通过了如下议案： （一）审议并通过《关于公司<2025 年第三季度报告>的议案》 经审议，董事会认为：《2025 年第三季度报告》的内容符合法律、行政法规、 中国证券监督管理委员会和深圳证券交易所的相关规定，报告内容真实、准确、 完整，不存在任何虚假记载、误导性陈述或者重大遗漏。 具体内容详见公司刊载于中国证监会指定创业板信息披露网站巨潮资讯网 （www.cninfo.com.cn）上的相关公告。 第六届董事会第二十七次会议决议公告 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。 一、董事会会议召开情况 石药创新制药股份有限公司（以下简称"公司"或"上市公司"）第六届董 事会第二十七次会议（以下简称"本次会议"）于 2025 年 10 月 27 日在公司会议 室以现场加通讯表决相结合的方式召开，会议通知于 2025 年 10 月 22 日以专人 送出、电话通知等方式送达全体董事。 会议由公司董事长姚兵先生主持 ...

Financial Performance - The company's revenue for Q3 2025 was ¥543,456,419.92, representing a year-over-year increase of 7.18%[5] - The net profit attributable to shareholders was -¥21,302,733.89, a significant decline of 1,025.45% compared to the same period last year[5] - Total operating revenue for Q3 2025 reached CNY 1,593,014,097.66, an increase of 7.7% compared to CNY 1,478,923,011.81 in the same period last year[19] - Net profit for the period was a loss of CNY 310,248,602.63, compared to a loss of CNY 46,481,389.50 in the same quarter last year[19] - Basic and diluted earnings per share were both reported at -0.0173, compared to 0.0995 in the same quarter last year[19] Cash Flow - The net cash flow from operating activities for the year-to-date was -¥175,121,559.93, showing an improvement of 81.67% from the previous year[11] - Operating cash flow for the current period was -175,121,559.93 CNY, an improvement from -955,575,497.94 CNY in the previous period[22] - Cash inflow from operating activities totaled 1,531,540,956.53 CNY, compared to 1,474,347,715.04 CNY in the prior year[22] - The company reported a net cash flow from investment activities of -244,872,397.40 CNY, an improvement from -918,868,799.42 CNY in the previous period[22] - The company’s cash outflow for financing activities was 54,933,251.68 CNY, down from 691,589,728.40 CNY in the previous period[23] Assets and Liabilities - The total assets at the end of the reporting period were ¥6,210,880,638.20, reflecting a 3.13% increase from the end of the previous year[5] - Total liabilities increased to CNY 2,046,053,463.52, compared to CNY 1,526,185,458.97 in the previous year[18] - The equity attributable to shareholders of the parent company decreased to CNY 3,687,757,832.28 from CNY 3,730,544,275.59 year-on-year[18] - The company reported a significant increase in accounts payable, which rose to CNY 474,991,650.54 from CNY 303,326,595.53 year-on-year[18] Research and Development - Research and development expenses increased by 49.56% year-over-year, totaling ¥683,435,255.69, driven by enhanced investment in innovation[10] - Research and development expenses rose significantly to CNY 683,435,255.69, a 49.5% increase from CNY 456,957,233.20 in the previous year[19] Shareholder Information - The number of ordinary shareholders at the end of the reporting period was 16,410, with the largest shareholder holding 73.83% of the shares[12] - The company plans to increase its stake in Giant Bio by acquiring 29% of its shares for a cash consideration of RMB 1.1 billion, raising its ownership from 51% to 80%[14] - The acquisition of shares is expected to create greater value for all shareholders[14] Government Support - The company received government subsidies totaling ¥4,249,218.58 during the quarter, contributing to a year-to-date total of ¥71,944,745.16[6] Strategic Focus - The company is focused on enhancing its strategic layout in the innovative biopharmaceutical sector[14] - The company's financial position reflects a strong emphasis on managing liquidity and receivables effectively[16] - The ongoing acquisition process is being conducted in an orderly manner, with further details available on the company's official announcements[14]

Group 1 - The core point of the news is that XinNuoWei's stock price has been declining, with a drop of 5.01% on October 23, reaching 38.89 CNY per share, and a total market capitalization of 54.625 billion CNY [1] - XinNuoWei has experienced a cumulative decline of 6.74% over the past three days [1] - The company, founded on April 5, 2006, specializes in the research, production, and sales of functional foods, with 88.93% of its revenue coming from functional foods and raw materials [1] Group 2 - Citic Securities Fund has a significant holding in XinNuoWei, with its fund "Citic Jiankang A" holding 225,000 shares, accounting for 3.86% of the fund's net value [2] - The fund has incurred a floating loss of approximately 461,200 CNY today and a total floating loss of 666,000 CNY during the three-day decline [2] - The fund manager, Xie Wei, has been in position for 7 years and 143 days, with the fund's total asset size at 1.987 billion CNY [2]

Company Overview - XinNuoWei is primarily engaged in the research, production, and sales of functional foods, with 88.93% of its revenue coming from this segment, followed by biopharmaceuticals at 8.91% and other sources at 2.16% [1] - The company was established on April 5, 2006, and went public on March 22, 2019 [1] Stock Performance - As of October 23, XinNuoWei's stock price decreased by 2.03%, trading at 40.11 CNY per share, with a market capitalization of 56.338 billion CNY [1] - Year-to-date, the stock has increased by 50.96%, but has seen declines of 8.28% over the last five trading days, 17.09% over the last 20 days, and 23.01% over the last 60 days [1] Financial Performance - For the first half of 2025, XinNuoWei reported revenue of 1.05 billion CNY, a year-on-year increase of 7.99%, while the net profit attributable to shareholders was a loss of 2.7461 million CNY, a decrease of 102% compared to the previous year [2] Shareholder Information - As of October 20, XinNuoWei had 16,400 shareholders, a decrease of 2.77% from the previous period, with an average of 75,892 circulating shares per shareholder, an increase of 2.85% [2] - The company has distributed a total of 651 million CNY in dividends since its A-share listing, with 500 million CNY distributed over the last three years [3] Institutional Holdings - As of June 30, 2025, the second-largest circulating shareholder is Hong Kong Central Clearing Limited, holding 20.9991 million shares, an increase of 5.045 million shares from the previous period [3] - New institutional shareholders include Zhongou Medical Innovation Stock A and Huatai-PineBridge Innovation Medical Mixed A, while others like E Fund Healthcare Industry Mixed A have exited the top ten circulating shareholders list [3]

Group 1 - The core point of the news is that XinNuoWei's stock price has dropped by 5.02%, currently trading at 40.65 CNY per share, with a total market capitalization of 57.097 billion CNY [1] - XinNuoWei is primarily engaged in the research, production, and sales of functional foods, with 88.93% of its revenue coming from functional foods and raw materials, 8.91% from biopharmaceuticals, and 2.16% from other sources [1] Group 2 - Dongwu Fund has a significant holding in XinNuoWei, with the Dongwu Smart Medical Quantitative Mixed A Fund holding 220,100 shares, representing 5.97% of the fund's net value, making it the seventh-largest holding [2] - The Dongwu Smart Medical Quantitative Mixed A Fund has a year-to-date return of 26.05%, ranking 3386 out of 8160 in its category, and a one-year return of 15.64%, ranking 4664 out of 8026 [2] - The fund manager, Mao Kejun, has been in charge for 4 years and 104 days, with the fund's total asset size currently at 280 million CNY [2]

Core Viewpoint - New Nuo Wei's stock price has experienced fluctuations, with a year-to-date increase of 57.85%, but recent declines in the short term indicate potential volatility in investor sentiment [1][2]. Financial Performance - For the first half of 2025, New Nuo Wei achieved revenue of 1.05 billion yuan, representing a year-on-year growth of 7.99%, while the net profit attributable to shareholders was -2.75 million yuan, a decrease of 102% compared to the previous year [2]. - Cumulative cash dividends since the A-share listing amount to 651 million yuan, with 500 million yuan distributed over the past three years [3]. Stock Market Activity - As of October 22, New Nuo Wei's stock price was 41.94 yuan per share, with a market capitalization of 58.91 billion yuan. The stock has seen a trading volume of 142 million yuan and a turnover rate of 0.27% [1]. - The stock has been on the "龙虎榜" (a list of stocks with significant trading activity) once this year, with the last appearance on June 6, where it recorded a net purchase of 39.71 million yuan [1]. Shareholder Structure - As of June 30, 2025, New Nuo Wei had 16,400 shareholders, a decrease of 2.77% from the previous period, with an average of 75,892 circulating shares per shareholder, an increase of 2.85% [2]. - Major shareholders include Hong Kong Central Clearing Limited and various mutual funds, with notable changes in holdings among the top ten shareholders [3].

Investment Rating - The report maintains a positive outlook on the innovative drug and medical device industry, highlighting key targets for investment [5][24]. Core Insights - The innovative drug sector is experiencing high growth, with a focus on companies such as Jiangsu Heng Rui Medicine, Hansoh Pharmaceutical Group, and others. The report emphasizes the potential for value re-evaluation in these firms [5][24]. - Recent business development (BD) deals in the innovative drug sector are expected to catalyze market activity, with notable transactions including Jiangsu Heng Rui Medicine's agreement with Kite for a $1.20 billion upfront payment, potentially reaching $15.20 billion in total [5][24]. - The A-share pharmaceutical sector underperformed the broader market in the third week of October 2025, with the Shanghai Composite Index falling by 1.5% and the SW Biopharma index declining by 2.5% [7][18]. Summary by Sections 1. Continuous Focus on Innovative Drugs and Medical Devices - The report emphasizes the high growth potential in innovative drugs, with key investment targets including Jiangsu Heng Rui Medicine, Hansoh Pharmaceutical Group, and others. Related targets include CSPC Innovation Pharmaceutical [5][24]. 2. A-Share Pharmaceutical Sector Performance - In the third week of October 2025, the A-share pharmaceutical sector saw a decline of 2.5%, underperforming the Shanghai Composite Index, which fell by 1.5%. The report notes that the sector's premium relative to all A-shares is currently at a normal level, with a relative premium rate of 74.5% [7][14][21]. 3. Hong Kong and U.S. Pharmaceutical Sector Performance - The report indicates that the Hong Kong and U.S. pharmaceutical sectors also underperformed, with the Hang Seng Healthcare index dropping by 5.8% and the S&P 500 Healthcare index increasing by only 0.7% during the same period [18][24].

Core Viewpoint - New Nuo Wei's stock price has experienced fluctuations, with a year-to-date increase of 60.71% but a recent decline over the past 20 and 60 days [1][2] Financial Performance - For the first half of 2025, New Nuo Wei achieved revenue of 1.05 billion yuan, representing a year-on-year growth of 7.99%, while the net profit attributable to shareholders was -2.75 million yuan, a decrease of 102% compared to the previous year [2] - Cumulative cash dividends since the A-share listing amount to 651 million yuan, with 500 million yuan distributed over the past three years [3] Stock Market Activity - As of October 21, New Nuo Wei's stock price was 42.70 yuan per share, with a market capitalization of 59.976 billion yuan [1] - The stock has seen a net outflow of 6.0867 million yuan in principal funds, with significant selling activity [1] - The stock has appeared on the "Dragon and Tiger List" once this year, with a net buy of 39.7092 million yuan on June 6 [1] Shareholder Structure - As of June 30, 2025, New Nuo Wei had 16,900 shareholders, an increase of 2.99%, with an average of 73,791 circulating shares per shareholder, a decrease of 2.90% [2][3] - Major shareholders include Hong Kong Central Clearing Limited and various mutual funds, with some increasing their holdings while others have exited the top ten list [3]

Core Viewpoint - XinNuoWei (300765) reported that as of October 10, 2025, the number of shareholders in its combined ordinary and margin trading accounts is expected to reach 16,900 [1] Summary by Categories - **Company Information** - XinNuoWei's combined ordinary and margin trading accounts will have a total of 16,900 shareholders by October 10, 2025 [1]

北京海润天睿律师事务所 关于石药创新制药股份有限公司 2025 年第二次临时股东大会的法律意见书 北京市朝阳区建外大街甲 14 号广播大厦 5 层/9 层/10 层/13 层/17 层 电话：010-65219696 传真：010-88381869 法律意见书 北京海润天睿律师事务所 关于石药创新制药股份有限公司 2025 年第二次临时股东大会的法律意见书 致：石药创新制药股份有限公司 北京海润天睿律师事务所（以下简称"本所"）接受石药创新制药股份有 限公司（以下简称"公司"）的委托，指派本所律师出席公司 2025 年第二次临 时股东大会（以下简称"本次股东大会"或"本次会议"），并依据《中华人民 共和国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》（以 下简称"《证券法》"）、《石药创新制药股份有限公司章程》（以下简称"《公 司章程》"）、《石药创新制药股份有限公司股东大会议事规则》（以下简称"《股 东大会议事规则》"）及其他相关法律、法规的规定，就公司本次股东大会的召 集、召开程序、出席会议人员的资格、召集人资格、表决程序及表决结果等有关 事宜出具本法律意见书。 关于本法律意见书，本所及本所 ...