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江苏吴中(600200) - 2025 Q2 - 季度财报

Important Notice The company faces significant risks of compulsory delisting due to financial fraud and adverse audit opinions, alongside other operational and financial challenges - The company received a "Prior Notice of Administrative Penalty" from the CSRC, citing inflated revenue, costs, and profits, with false records in annual reports from 2020 to 2023, potentially triggering a major illegal compulsory delisting10 - The company's 2024 annual financial report received an adverse audit opinion, triggering a financial delisting risk, and its stock has been placed under a delisting risk warning12 - As of the end of 2023, the outstanding balance of non-operating fund appropriation by related parties was 1.69 billion Yuan, accounting for 96.09% of the disclosed net assets for the period11 - The controlling subsidiary, Dantou Medical Devices (Shanghai) Co, Ltd, received a "Termination Letter" and can no longer sell the AestheFill product, for which arbitration has been initiated12 - All 122,795,762 shares held by the controlling shareholder, Suzhou Wuzhong Investment Holding Co, Ltd, are currently under pledge, judicial marking, judicial freeze, or successive freeze13 Section 1 Definitions This section defines key terms used throughout the report, covering the company, its affiliates, and industry-specific terminology for clarity - Company abbreviation: Jiangsu Wuzhong19 - Controlling shareholder: Suzhou Wuzhong Investment Holding Co, Ltd21 - Key business segment companies: Jiangsu Wuzhong Pharmaceutical Group Co, Ltd, Dantou Medical Devices (Shanghai) Co, Ltd, Jiangsu Wuzhong Aesthetics Biotechnology Co, Ltd, among others21 - Industry terms: China Securities Regulatory Commission (CSRC), Shanghai Stock Exchange (SSE), Good Manufacturing Practice (New GMP), Marketing Authorization Holder (MAH), Contract Development and Manufacturing Organization (CDMO), etc21 Section 2 Company Profile and Key Financial Indicators This section provides the company's basic information, stock profile, and key financial data, which show a significant decline in revenue and profit due to trade receivable impairments I. Company Information The company's legal representative is Qian Qunshan, and its official name is Jiangsu Wuzhong Pharmaceutical Development Co, Ltd - The company's legal representative is Qian Qunshan19 - The company's full Chinese name is Jiangsu Wuzhong Pharmaceutical Development Co, Ltd, abbreviated as Jiangsu Wuzhong19 II. Contact Persons and Methods The Board Secretary is Gu Tiejun and the Securities Affairs Representative is Li Rui, both based at the company's Suzhou address - The Board Secretary is Gu Tiejun, and the Securities Affairs Representative is Li Rui20 - Contact address: 988 Dongfang Avenue, Wuzhong District, Suzhou City20 III. Changes in Basic Information The company's registered and office addresses remained unchanged during the reporting period - The company's registered and office addresses did not change during the reporting period, remaining at 988 Dongfang Avenue, Wuzhong District, Suzhou City22 IV. Information Disclosure and Document Location Changes The company discloses information through designated newspapers and the Shanghai Stock Exchange website - The designated newspapers for information disclosure are the "China Securities Journal" and the "Shanghai Securities News"23 - The website for publishing the semi-annual report is www.sse.com.cn[23](index=23&type=chunk) V. Company Stock Profile The company's A-shares are listed on the Shanghai Stock Exchange under the stock code 600200 - The company's stock type is A-share, listed on the Shanghai Stock Exchange24 - The stock abbreviation is *ST Suwu, and the stock code is 60020024 VII. Key Accounting Data and Financial Indicators The company's revenue, profit, and cash flow declined sharply due to significant impairment provisions for trade receivables and reduced collections Key Accounting Data for H1 2025 | Key Accounting Data | Current Period (H1) | Prior Year Period | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 636,414,415.69 | 872,745,073.38 | -27.08 | | Total Profit | -30,658,799.59 | 25,381,770.48 | -220.79 | | Net Profit Attributable to Shareholders | -44,417,840.80 | 24,454,605.15 | -281.63 | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) | -49,206,573.74 | 10,592,858.96 | -564.53 | | Net Cash Flow from Operating Activities | -884,765,240.96 | 152,541,110.24 | -680.02 | | Net Assets Attributable to Shareholders (End of Period) | 1,769,397,259.10 | 1,823,069,365.96 | -2.94 | | Total Assets (End of Period) | 3,865,877,053.99 | 3,974,855,380.28 | -2.74 | Key Financial Indicators for H1 2025 | Key Financial Indicators | Current Period (H1) | Prior Year Period | Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (Yuan/Share) | -0.062 | 0.034 | -282.35 | | Diluted Earnings Per Share (Yuan/Share) | -0.062 | 0.034 | -282.35 | | Basic EPS (Excluding Non-recurring Items) (Yuan/Share) | -0.069 | 0.015 | -560.00 | | Weighted Average Return on Equity (%) | -2.47 | 1.392 | -3.862 | - The decline in total profit and net profit attributable to shareholders was mainly due to significant impairment provisions for trade receivables in the trading business during the reporting period28 - The decrease in net cash flow from operating activities was primarily caused by an increase in trade receivables and a sharp decline in collections at the end of the reporting period28 IX. Non-recurring Profit and Loss Items and Amounts Non-recurring profit and loss for the period totaled 4.79 million Yuan, mainly from asset disposals and government grants Non-recurring Profit and Loss Items for H1 2025 | Non-recurring Profit and Loss Item | Amount (Yuan) | | :--- | :--- | | Gains/Losses from Disposal of Non-current Assets | 1,795,008.50 | | Government Grants Recognized in Current Profit or Loss | 2,939,136.00 | | Other Non-operating Income and Expenses | 48,252.49 | | Less: Income Tax Impact | -4,012.77 | | Less: Minority Interest Impact (After Tax) | -2,323.19 | | Total | 4,788,732.95 | Section 3 Management Discussion and Analysis This section details the company's business development, core competitiveness, and operating results, highlighting its focus on pharmaceuticals and medical aesthetics amid declining overall performance I. Industry and Main Business Description during the Reporting Period The company is consolidating its core pharmaceutical business while cultivating the upstream medical aesthetics biotechnology segment to create a synergistic healthcare industry cluster - Company Strategy: Consolidate the core position of the pharmaceutical industry and cultivate the upstream product end of the medical aesthetics biotechnology sector to form a competitive healthcare industry cluster32 - Pharmaceutical Segment: Engaged in the R&D, production, and sales of drugs, covering areas such as anti-viral/anti-infective, immunomodulatory, anti-tumor, digestive system, and cardiovascular33 - Medical Aesthetics Biotechnology Segment: Focuses on the R&D, production, and sales of high-end medical aesthetic injectables and related biomaterials, enriching its product pipeline through external acquisitions and collaborative R&D33 (1) Main Business during the Reporting Period The company's main business comprises pharmaceuticals and medical aesthetics biotechnology, with the former operated by a subsidiary and the latter focusing on high-end injectables - The pharmaceutical segment is operated by Jiangsu Wuzhong Pharmaceutical Group Co, Ltd, focusing on drug R&D, production, and sales in areas like anti-viral/anti-infective, immunomodulatory, anti-tumor, digestive, and cardiovascular33 - The medical aesthetics biotechnology segment concentrates on the R&D, production, and sales of high-end aesthetic injectables and related biomaterials, expanding its product line through acquisitions and partnerships33 (2) Business Model, Main Products, and Their Uses during the Reporting Period The company operates a chemical generic drug production base and actively develops innovative drugs, while its aesthetics segment markets AestheFill and advances other injectable products - Wuzhong Pharmaceutical operates the Suzhou Pharmaceutical Factory production base, primarily manufacturing chemical drug formulations, APIs, and modern Chinese medicines in various dosage forms34 - Wuzhong Pharmaceutical's product portfolio focuses on anti-infective/anti-viral, immunomodulatory, anti-tumor, digestive system, and cardiovascular categories, with several exclusive products in China, while actively pursuing generic drug consistency evaluations and innovative drug R&D35 - The medical aesthetics segment focuses on upstream injectable products, primarily marketing AestheFill, a poly-L-lactic acid facial filler, while advancing the registration of other products like hyaluronic acid gel and lidocaine cream, and conducting preclinical research on recombinant collagen products36 (3) Market Position during the Reporting Period Wuzhong Pharmaceutical has gained recognition as a high-tech enterprise and has established a comprehensive product layout in the regenerative medical aesthetics field - Wuzhong Pharmaceutical has been recognized as a High-Tech Enterprise, a Jiangsu Provincial "Specialized, Refined, Unique, and New" SME, and a Jiangsu Provincial Innovative Enterprise37 - The company has established a comprehensive product layout in the regenerative medical aesthetics injectable field, covering microsphere regenerative injectables, collagen, and PDRN, and plans to build a marketing strategy centered on a product portfolio ecosystem37 (4) Industry Overview during the Reporting Period The pharmaceutical manufacturing industry remained stable, while the non-surgical medical aesthetics market grew rapidly, supported by national policies favoring innovative drugs and healthcare reform - In H1 2025, the operating revenue of pharmaceutical manufacturing enterprises above designated size was 1.23 trillion Yuan, remaining relatively flat year-over-year38 - The medical aesthetics industry, a hybrid of medical and consumer sectors, sees non-surgical treatments growing faster than the overall market39 - China's hyaluronic acid-based dermal filler market is projected to reach 19.6 billion Yuan by 2026, with a CAGR of 25.0% from 2021 to 202640 - The regenerative medical aesthetic filler market in mainland China is expected to reach sales of 11.52 billion Yuan by 2027, with a CAGR of 31.2% from 2025 to 202745 - The 2025 "Government Work Report" proposed supporting innovative drug development for the first time, listing it as a new strategic industry to cultivate51 - As of January 1, 2025, the new National Medical Insurance Drug List was implemented, adding 91 new drugs, and the National Healthcare Security Administration began regulatory application of drug traceability codes52 - In June 2025, national authorities issued measures to further support the high-quality development of innovative drugs across the entire value chain53 II. Discussion and Analysis of Operating Conditions The pharmaceutical segment progressed steadily in sales and R&D, while the medical aesthetics segment accelerated R&D investment and team building to expand its product pipeline - Wuzhong Pharmaceutical was listed among the "Top 100 Pharmaceutical Industrial Enterprises by Operating Revenue for 2023-2024" and passed the Jiangsu Province "Contract-abiding and Trustworthy Enterprise" certification58 - In pharmaceutical sales, Trimetazidine Hydrochloride Tablets and Ginkgo Biloba Tablets were selected for volume-based procurement, while Methocarbamol Injection and Cilostazol Tablets were included in the 11th round of national centralized drug procurement60 - In pharmaceutical R&D, two products, Eperisone Hydrochloride and Amikacin Sulfate Injection, received consistency evaluation approval, while Finerenone and Vitamin B12 Injection were submitted for registration61 - The medical aesthetics segment has built a comprehensive portfolio in regenerative anti-aging injectables, including "sculptra-like" fillers, recombinant collagen, and hyaluronic acid-PDRN, leveraging its synthetic biology platform63 - In aesthetics R&D, the company is advancing the industrialization of recombinant collagen, with freeze-dried fibers in clinical trials and a Type I human collagen implant soon to begin clinical studies646566 - As of the disclosure date, the medical aesthetics segment has grown to over 180 employees, with core personnel from top domestic and international aesthetics firms67 - The aesthetics product pipeline was expanded by securing exclusive rights to a hyaluronic acid-PDRN composite solution and advancing the registration of other products68 - Material Operational Change: RegenBiotech Inc issued a "Termination Letter" to the company's subsidiary, Dantou Medical, ceasing the normal sale of AestheFill69 III. Core Competitiveness Analysis during the Reporting Period The company's core competitiveness lies in its integrated pharmaceutical value chain and its rapidly developing capabilities in the medical aesthetics sector - Pharmaceuticals: An integrated industry chain covering gene drugs, chemical drugs, and modern Chinese medicine, from R&D to production and sales71 - Pharmaceuticals: A strong market position and brand advantage built on a long corporate history and deep cultural heritage72 - Pharmaceuticals: Enhanced operational efficiency through deep business process optimization supported by information systems73 - Pharmaceuticals: A unique corporate culture and a well-established talent development system that supports business growth74 - Aesthetics: Rapidly established R&D and clinical registration teams for medical aesthetic raw materials, leveraging pharmaceutical industry experience to obtain multiple Class II medical device registration certificates76 - Aesthetics: Quickly built a marketing system, with the marketing team exceeding 90 people and covering over 800 medical aesthetic institutions as of June 30, 202577 - Aesthetics: A dual-drive strategy of in-house R&D and external investment to build a comprehensive medical aesthetics product portfolio78 IV. Main Operating Conditions during the Reporting Period The company's revenue and cash flow declined significantly due to a downturn in the pharmaceutical commercial business and increased trade receivables, while key subsidiaries showed mixed performance Analysis of Changes in Financial Statement Items | Item | Current Period (Yuan) | Prior Year Period (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 636,414,415.69 | 872,745,073.38 | -27.08 | | Operating Costs | 225,140,459.32 | 521,049,347.73 | -56.79 | | Selling Expenses | 233,053,224.71 | 209,963,166.87 | 11.00 | | Administrative Expenses | 54,254,518.54 | 59,021,535.21 | -8.08 | | Finance Costs | 34,331,053.00 | 40,023,731.67 | -14.22 | | R&D Expenses | 26,601,744.83 | 20,501,008.40 | 29.76 | | Net Cash Flow from Operating Activities | -884,765,240.96 | 152,541,110.24 | -680.02 | | Net Cash Flow from Investing Activities | -16,916,153.02 | -118,941,114.45 | 85.78 | | Net Cash Flow from Financing Activities | -130,039,675.42 | 41,937,893.74 | -410.08 | | Other Income | 3,898,665.55 | 9,878,016.64 | -60.53 | | Investment Income | 5,826,373.45 | 4,711,743.83 | 23.66 | | Credit Impairment Loss | -95,753,633.45 | -1,517,923.44 | -6,208.20 | | Asset Impairment Loss | 981,385.09 | -204,676.98 | 579.48 | | Gain on Asset Disposal | 554,560.99 | -86,432.73 | 741.61 | - The decrease in operating revenue and costs was mainly due to a significant decline in the lower-margin pharmaceutical commercial business79 - Net cash flow from operating activities dropped sharply primarily due to an increase in trade receivables and a significant decrease in collections at the end of the period79 Changes in Assets and Liabilities | Item | Current Period-End (Yuan) | % of Total Assets | Prior Period-End (Yuan) | % of Total Assets | Change (%) | Reason | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 110,478,045.79 | 2.86 | 1,151,522,442.64 | 28.97 | -90.41 | Increased trade receivables, sharp decline in collections | | Notes Receivable | - | - | 188,592,063.07 | 4.74 | -100.00 | Reclassified to accounts receivable due to uncollectibility | | Accounts Receivable | 2,139,948,851.20 | 55.35 | 1,295,641,026.93 | 32.60 | 65.17 | Increase in trade business receivables | | Prepayments | 299,805,188.28 | 7.76 | 9,752,319.39 | 0.25 | 2,974.19 | Increased prepayments for trade business goods | | Contract Liabilities | 87,883,254.03 | 2.27 | 47,231,418.79 | 1.19 | 86.07 | Increased prepayments from medical aesthetics business | - Overseas assets amounted to 1.13 million Yuan, representing 0.03% of total assets82 Restricted Assets at Period-End | Item | Book Value at Period-End (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Cash Equivalents | 41,311,118.77 | Note and letter of credit deposits | | Fixed Assets | 107,032,199.82 | Pledged for loans | | Intangible Assets | 37,152,510.17 | Pledged for loans | | Investment Property | 86,019,029.87 | Pledged for loans | | Total | 271,514,858.63 | | Financial Data of Major Subsidiaries and Investees (Unit: 10,000 Yuan) | Company Name | Type | Main Business | Operating Profit | Net Profit | | :--- | :--- | :--- | :--- | :--- | | Jiangsu Wuzhong Pharmaceutical Group Co, Ltd | Subsidiary | Pharmaceutical Investment | -3,001.17 | -3,007.03 | | Jiangsu Wuzhong Aesthetics Medical Devices Sales Co, Ltd | Subsidiary | Medical Aesthetic Products | 16,110.98 | 16,110.98 | | Jiangsu Wuzhong Import & Export Co, Ltd | Subsidiary | Goods & Technology Import/Export | -9,751.40 | -9,784.90 | | Jiangsu Wuzhong Aesthetics Biotechnology Co, Ltd | Subsidiary | Medical Aesthetic Products | -8,063.12 | -7,246.31 | | Dantou Medical Devices (Shanghai) Co, Ltd | Investee | Medical Aesthetic Products | 3,507.52 | 2,628.93 | V. Other Disclosures The company faces severe risks including delisting, related-party fund appropriation, agency termination, and frozen shareholder equity, alongside various operational and financial challenges - Major Illegal Delisting Risk: The company received a CSRC "Prior Notice of Administrative Penalty" for false records in its 2020-2023 annual reports, potentially leading to major illegal compulsory delisting90 - Financial Delisting Risk: The company's 2024 annual financial report received an adverse audit opinion, triggering a financial delisting risk91 - Fund Appropriation Risk: As of year-end 2023, the outstanding balance of non-operating funds appropriated by related parties was 1.69 billion Yuan, representing 96.09% of disclosed net assets93 - Agency Risk: The agency rights for the AestheFill product held by subsidiary Dantou Medical were terminated, and the company can no longer sell the product normally94 - Controlling Shareholder Control Risk: All 122,795,762 shares held by the controlling shareholder are under pledge, judicial marking, judicial freeze, or successive freeze95 - Industrial Policy Risk: The pharmaceutical industry is heavily influenced by national policies such as centralized volume-based procurement and medical insurance payment reforms, which may impact the company's production costs and profitability9697 - Financial Risk: The company's debt structure is heavily weighted towards current liabilities, which may weaken short-term solvency and requires close attention to operational liquidity104 Section 4 Corporate Governance, Environment, and Society This section covers changes in senior management, the absence of a profit distribution plan, updates on incentive plans, and environmental disclosure information for key subsidiaries - Company President Qian Qunshan resigned and was replaced by Jiang Zhong; Vice President and CFO Sun Xi also resigned107 - The company did not propose any profit distribution or capitalization of public reserves during the reporting period107 - Matters related to the 2021 restricted stock incentive plan and the first employee stock ownership plan have been disclosed in previous announcements with no further progress108 - Suzhou Pharmaceutical Factory and Wuzhong Aesthetics Biotechnology (Shanghai) Co, Ltd were included in the list of enterprises required to disclose environmental information by law110 Section 5 Important Matters This section details significant risks facing the company, including delisting, fund appropriation, and shareholder stock freezes, and outlines the use of raised capital and material guarantees I. Fulfillment of Commitments The controlling shareholder and actual controller have strictly fulfilled their commitments regarding non-competition, related-party transactions, and corporate independence - The controlling shareholder, Suzhou Wuzhong Investment Holding Co, Ltd, committed to not engaging in businesses that compete with the company and to avoid unnecessary related-party transactions to ensure the company's independence112 - The actual controller, Qian Qunying, and affiliated entities committed to avoiding substantial competition and minimizing unnecessary related-party transactions with the listed company[112](index=112&type=chunk]113 - The company committed that raised funds would not be invested in real estate and would be used strictly for the projects disclosed in the non-public offering plan113 II. Non-operating Fund Appropriation by Controlling Shareholder and Other Related Parties The CSRC found that related parties had appropriated 1.69 billion Yuan in non-operating funds by the end of 2023, representing 96.09% of disclosed net assets - As of the end of 2023, the outstanding balance of non-operating funds appropriated by related parties was 1.69 billion Yuan, accounting for 96.09% of the disclosed net assets for the period114 - The final administrative penalty has not yet been issued, and the specific amount of appropriated funds remains uncertain, requiring investor attention to subsequent announcements114 V. Changes and Handling of Matters Related to Non-standard Audit Opinions in the Previous Year's Annual Report The company faces risks of major illegal compulsory delisting and financial delisting due to inflated revenue, fund appropriation, and alleged export tax fraud by a subsidiary - The company received a CSRC "Prior Notice of Administrative Penalty" for inflating revenue, costs, and profits, with false records in its 2020-2023 annual reports, potentially leading to major illegal compulsory delisting116 - The significant balance of non-operating funds appropriated by related parties may result in the company being subject to other risk warnings117 - A wholly-owned subsidiary and its former legal representative have been prosecuted for allegedly assisting in export tax refund fraud, with the verdict pending117 VII. Material Litigation and Arbitration Matters A subsidiary is being prosecuted for alleged export tax fraud, and another has initiated arbitration over the termination of its AestheFill product agency rights - A wholly-owned subsidiary and its former legal representative were prosecuted for assisting in export tax refund fraud, with the first hearing held on April 22, 2025, and the verdict is pending118 - A controlling subsidiary, Dantou Medical, has filed for arbitration with the Shenzhen Court of International Arbitration regarding a breach of contract by RegenBiotech, Inc, which was accepted on August 7, 2025118 VIII. Suspected Violations, Penalties, and Rectification of the Company and Its Directors, Supervisors, Senior Management, Controlling Shareholder, and Actual Controller The company received a "Prior Notice of Administrative Penalty" from the CSRC for false records in its financial reports - The company received a "Prior Notice of Administrative Penalty" from the CSRC, which found that the company had inflated its operating revenue, costs, and profits, resulting in false records in its 2020-2023 annual reports119 IX. Integrity Status of the Company, Its Controlling Shareholder, and Actual Controller The CSRC found that the company failed to truthfully disclose its actual controller - The company received a "Prior Notice of Administrative Penalty" from the CSRC, which determined that the company had failed to truthfully disclose its actual controller120 X. Material Related-Party Transactions The company has an outstanding receivable from an associate company and faces significant issues with non-operating fund appropriation by related parties Related-Party Receivables and Payables | Related Party | Relationship | Opening Balance (Yuan) | Closing Balance (Yuan) | | :--- | :--- | :--- | :--- | | Tianjin Jiahe Haocheng Logistics Co, Ltd | Associate Company | 4,012,200 | 4,012,200 | - The related-party receivable arose from the acquisition of the company's equity, which included the simultaneous acquisition of debt owed to it, and has no material impact on the company127 - The company received a "Prior Notice of Administrative Penalty" from the CSRC, which found that as of the end of 2023, the outstanding balance of non-operating funds appropriated by related parties was 1.69 billion Yuan, representing 96.09% of disclosed net assets128 XI. Material Contracts and Their Performance The company's total guarantees for its subsidiaries amounted to 1.35 billion Yuan, representing 76.47% of its net assets Company's Total Guarantee Situation | Indicator | Amount (10,000 Yuan) | | :--- | :--- | | Guarantees for subsidiaries incurred during the reporting period | 53,446.87 | | Outstanding guarantee balance for subsidiaries at period-end (B) | 135,300.14 | | Total Guarantees (A+B) | 135,300.14 | | Total Guarantees as a Percentage of Company's Net Assets (%) | 76.47 | | Guarantees for entities with an asset-liability ratio over 70% (D) | 22,369.66 | | Portion of total guarantees exceeding 50% of net assets (E) | 46,830.27 | | Total of the above three guarantee amounts (C+D+E) | 69,199.93 | XII. Progress on the Use of Raised Funds The company has invested 98.76% of its raised funds, but several projects were terminated or delayed, with surplus funds reallocated to supplement working capital Overall Use of Raised Funds | Indicator | Amount (10,000 Yuan) | | :--- | :--- | | Total Raised Funds | 51,389.68 | | Net Raised Funds | 50,237.73 | | Cumulative Investment of Raised Funds at Period-End | 49,614.83 | | Investment Progress at Period-End (%) | 98.76 | - The "Automated Pharmaceutical Warehouse Project" did not meet its planned schedule due to changes in project feasibility, leading the company to halt the second phase of investment136 - The "R&D Project for National Class 1 Biologic Anti-cancer Drug Recombinant Human Endostatin Injection" was terminated after the company withdrew its application following a failed technical review139140 - The completion date for the "API Phase II Project" has been postponed to July 2026141 - Sub-projects within two generic drug R&D initiatives were terminated due to market competition or reference drug withdrawal, and the remaining 56.02 million Yuan in raised funds was permanently reallocated to supplement working capital[142](index=142&type=chunk]143 - The company used up to 12 million Yuan of idle raised funds to temporarily supplement working capital for a period not exceeding 12 months147 - The "Generic Drug Project for Linezolid and Vonoprazan" has been completed, and the surplus funds have been permanently reallocated to supplement working capital148 Section 6 Changes in Share Capital and Shareholders This section details the reduction in share capital due to the buyback of restricted stock and provides an overview of the shareholder structure, noting that the controlling shareholder's entire stake is frozen I. Changes in Share Capital The company's total share capital decreased following the buyback and cancellation of restricted shares from a terminated incentive plan Share Capital Change Table | | Pre-Change Quantity | Pre-Change Ratio (%) | Change (+, -) | Post-Change Quantity | Post-Change Ratio (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 1,272,352 | 0.18 | -1,272,352 | 0 | 0 | | 3. Other Domestic Holdings | 1,272,352 | 0.18 | -1,272,352 | 0 | 0 | | II. Unrestricted Circulating Shares | 710,879,480 | 99.82 | 0 | 710,879,480 | 100.00 | | III. Total Shares | 712,151,832 | 100.00 | -1,272,352 | 710,879,480 | 100.00 | - The company terminated its 2021 restricted stock incentive plan and repurchased and cancelled the related restricted shares, leading to a decrease in total share capital153 (II) Changes in Restricted Shares All restricted shares were eliminated during the period due to the buyback and cancellation related to the 2021 incentive plan Restricted Share Change Table | Category | Opening Restricted Shares | Shares Released This Period | Shares Added This Period | Closing Restricted Shares | Reason for Restriction | Release Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 2021 Restricted Stock Incentive Plan | 1,272,352 | 0 | 0 | 0 | Repurchase and Cancellation | - | II. Shareholders The company had 68,775 common shareholders at the end of the period, with the controlling shareholder's entire 17.27% stake being frozen - As of the end of the reporting period, the total number of common shareholders was 68,775157 Top Ten Shareholders | Shareholder Name | Period-End Holdings | Ratio (%) | Restricted Shares | Pledge, Mark, or Freeze Status | Shareholder Type | | :--- | :--- | :--- | :--- | :--- | :--- | | Suzhou Wuzhong Investment Holding Co, Ltd | 122,795,762 | 17.27 | 0 | Frozen: 122,795,762 | Domestic Non-state-owned Legal Entity | | Zhu Yi | 20,865,609 | 2.94 | 0 | Unknown | Domestic Individual | | Zhang Xiaofeng | 4,419,959 | 0.62 | 0 | Unknown | Domestic Individual | - The company's largest shareholder, Suzhou Wuzhong Investment Holding Co, Ltd, has no affiliation with other shareholders160 IV. Changes in Controlling Shareholder or Actual Controller The company's actual controller is currently undetermined pending a final decision from the CSRC regarding a disclosure violation - The company received a "Prior Notice of Administrative Penalty" from the CSRC, which found that the company had failed to truthfully disclose its actual controller161 - The company has requested a hearing, and as of the disclosure date, a final penalty decision has not been received, leaving the identity of the actual controller undetermined161 Section 7 Bond-related Matters The company had no corporate bonds, non-financial enterprise debt financing instruments, or convertible bonds during the reporting period - The company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments during the reporting period164 - The company had no convertible corporate bonds during the reporting period164 Section 8 Financial Report This section presents the company's unaudited consolidated and parent company financial statements, along with detailed notes on accounting policies, financial items, and other key disclosures - This semi-annual report has not been audited7 - The company has the ability to continue as a going concern for at least 12 months from the end of the reporting period, with no material uncertainties affecting this ability199 - The wholly-owned subsidiary, Jiangsu Wuzhong Pharmaceutical Group Co, Ltd, benefits from a preferential high-tech enterprise income tax rate of 15%296 - At period-end, 271.51 million Yuan in assets, including cash, fixed assets, intangible assets, and investment properties, were restricted, primarily for note deposits and loan pledges83394 - During the reporting period, R&D expenditure expensed was 26.60 million Yuan, and capitalized R&D expenditure was 7.29 million Yuan477 - Subsequent Event: A subsidiary received a termination letter for its AestheFill product agency rights and has initiated arbitration, and is currently unable to sell the product527 I. Audit Report This semi-annual financial report is unaudited - This semi-annual report has not been audited7 II. Financial Statements This section provides the consolidated and parent company financial statements as of June 30, 2025, detailing the company's financial position, performance, and cash flows Consolidated Balance Sheet As of June 30, 2025, the company's total assets were 3.87 billion Yuan, with accounts receivable being the largest current asset and cash significantly reduced Key Data from Consolidated Balance Sheet | Item | June 30, 2025 (Yuan) | December 31, 2024 (Yuan) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 110,478,045.79 | 1,151,522,442.64 | | Accounts Receivable | 2,139,948,851.20 | 1,295,641,026.93 | | Total Current Assets | 2,650,733,494.10 | 2,752,823,198.37 | | Total Non-current Assets | 1,215,143,559.89 | 1,222,032,181.91 | | Total Assets | 3,865,877,053.99 | 3,974,855,380.28 | | Short-term Borrowings | 1,259,909,677.99 | 1,341,136,400.00 | | Total Current Liabilities | 1,757,640,304.64 | 1,805,007,681.87 | | Total Non-current Liabilities | 260,665,146.10 | 280,845,885.95 | | Total Liabilities | 2,018,305,450.74 | 2,085,853,567.82 | | Total Equity Attributable to Parent Company | 1,769,397,259.10 | 1,823,069,365.96 | | Total Equity | 1,847,571,603.25 | 1,889,001,812.46 | Consolidated Income Statement For H1 2025, the company's revenue fell 27.08% year-over-year, resulting in a net loss of 32.18 million Yuan Key Data from Consolidated Income Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 636,414,415.69 | 872,745,073.38 | | Total Operating Costs | 582,628,819.40 | 859,805,204.46 | | Operating Profit | -30,707,052.08 | 25,720,596.24 | | Total Profit | -30,658,799.59 | 25,381,770.48 | | Net Profit | -32,175,943.15 | 24,548,515.74 | | Net Profit Attributable to Parent Company Shareholders | -44,417,840.80 | 24,454,605.15 | | Basic Earnings Per Share (Yuan/Share) | -0.062 | 0.034 | Consolidated Cash Flow Statement For H1 2025, the company experienced a significant net cash outflow from operating activities, leading to a net decrease in cash of 1.03 billion Yuan Key Data from Consolidated Cash Flow Statement | Item | H1 2025 (Yuan) | H1 2024 (Yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -884,765,240.96 | 152,541,110.24 | | Net Cash Flow from Investing Activities | -16,916,153.02 | -118,941,114.45 | | Net Cash Flow from Financing Activities | -130,039,675.42 | 41,937,893.74 | | Net Increase in Cash and Cash Equivalents | -1,031,721,127.37 | 75,537,786.52 | | Cash and Cash Equivalents at End of Period | 69,166,927.02 | 1,677,359,133.94 | III. Company Basic Information Established in 1994 and listed in 1999, the company primarily engages in chemical drug R&D, production, and sales, recently expanding into medical aesthetic fillers - The company was established on April 14, 1994, and listed on the Shanghai Stock Exchange on April 1, 1999, with the stock code 600200197 - The company's main business is the R&D, production, and sale of chemical drugs, and it has recently expanded into the field of medical aesthetic injectable fillers197 IV. Basis of Preparation for Financial Statements The financial statements are prepared on a going concern basis, in accordance with accounting standards, and primarily use the historical cost and accrual basis of accounting - The financial statements are prepared on a going concern basis, in compliance with the Enterprise Accounting Standards and relevant CSRC regulations198 - Accounting is based on the accrual method, and financial statements are generally measured on a historical cost basis, except for certain financial instruments198 - The company has the ability to continue as a going concern for at least 12 months from the end of the reporting period, with no material uncertainties affecting this ability199 V. Significant Accounting Policies and Estimates This section outlines the company's specific accounting policies for key areas such as business combinations, financial instruments, revenue recognition, and asset valuation - The company adheres to the Enterprise Accounting Standards to provide a true and complete reflection of its financial position and operating results201 - Business combinations are classified as either under common control or non-common control, with distinct accounting treatments for each206207 - Financial instruments are initially measured at fair value, with subsequent measurement depending on their classification, and are subject to impairment accounting based on expected credit losses[221](index=221&type=chunk]225 - For receivables and contract assets, the company measures the loss provision based on lifetime expected credit losses230 - Revenue is recognized when the company satisfies a performance obligation by transferring control of a promised good or service to a customer279 VI. Taxation The company is subject to various taxes, with its key subsidiary enjoying a preferential 15% corporate income tax rate as a high-tech enterprise Main Taxes and Rates | Tax Type | Tax Base | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Value added from sales of goods or taxable services | 3%, 5%, 6%, 9%, 13% | | Urban Maintenance and Construction Tax | Payable turnover tax amount | 7%, 5% | | Corporate Income Tax | Taxable income | 15%, 25%, 16.5% | | Property Tax | 1.2% of the residual value after a 30% deduction from the original property value, or 12% of rental income | 1.2%, 12% | | Education Surcharge | Payable turnover tax amount | 3% | | Local Education Surcharge | Payable turnover tax amount | 2% | - The wholly-owned subsidiary, Jiangsu Wuzhong Pharmaceutical Group Co, Ltd, was certified as a high-tech enterprise and is eligible for a preferential corporate income tax rate of 15% from 2023 to 2025296 - The subsidiary Wuzhong Aesthetics (Hong Kong) Co, Ltd is subject to a two-tiered profits tax rate in Hong Kong: 8.25% on the first HK$2 million and 16.5% on the remainder296 VII. Notes to Consolidated Financial Statement Items This section provides detailed breakdowns and explanations for key items in the consolidated financial statements, including assets, liabilities, equity, and income statement components Cash and Cash Equivalents at Period-End | Item | Closing Balance (Yuan) | | :--- | :--- | | Cash on Hand | 54,722.58 | | Bank Deposits | 68,925,002.61 | | Other Monetary Funds | 41,498,320.60 | | Total | 110,478,045.79 | | Of which: funds held overseas | 955,274.55 | - Other monetary funds at period-end include time deposits of 41.05 million Yuan and other restricted funds, with a total of 41.31 million Yuan being restricted298 - The closing balance of accounts receivable was 2.28 billion Yuan, with a bad debt provision of 141.11 million Yuan, resulting in a net book value of 2.14 billion Yuan309 - An increase in trade receivables and a sharp decline in collections during the reporting period led to a significant decrease in net cash flow from operating activities79 Restricted Assets at Period-End | Item | Book Value at Period-End (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Cash Equivalents | 41,311,118.77 | Note and letter of credit deposits | | Fixed Assets | 107,032,199.82 | Pledged for loans | | Intangible Assets | 37,152,510.17 | Pledged for loans | | Investment Property | 86,019,029.87 | Pledged for loans | | Total | 271,514,858.63 | | Operating Revenue and Cost by Industry | Industry | H1 2025 Revenue (Yuan) | H1 2025 Cost (Yuan) | H1 2024 Revenue (Yuan) | H1 2024 Cost (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Pharmaceuticals | 358,100,957.44 | 173,443,919.48 | 775,242,809.01 | 503,326,401.22 | | Medical Aesthetics & Biotech | 268,186,328.41 | 47,751,209.47 | 80,119,639.08 | 13,712,238.40 | | Trading | 2,396,857.38 | - | 11,219,171.50 | 0.00 | | Other | 7,730,272.46 | 3,945,330.37 | 6,163,453.79 | 4,010,708.11 | | Total | 636,414,415.69 | 225,140,459.32 | 872,745,073.38 | 521,049,347.73 | - The cash balance in the H1 2025 cash flow statement (69.17 million Yuan) differs from the balance sheet's monetary funds (110.48 million Yuan) mainly due to the exclusion of pledged time deposits and other restricted funds that do not qualify as cash equivalents472 VIII. R&D Expenses Total R&D expenditure was 33.89 million Yuan, with 7.29 million Yuan capitalized for key anti-tumor projects currently in clinical trials R&D Expenditure by Nature | Item | Current Period (Yuan) | Prior Period (Yuan) | | :--- | :--- | :--- | | Direct Inputs | 6,202,357.05 | 4,683,695.20 | | Direct Labor | 14,049,705.76 | 13,108,070.74 | | Depreciation and Amortization | 2,238,903.66 | 2,334,199.39 | | Other Related Expenses | 1,566,861.39 | 792,563.02 | | Commissioned R&D Fees | 9,833,104.07 | 6,924,290.88 | | Total | 33,890,931.93 | 27,842,819.23 | | Of which: Expensed R&D | 26,601,744.83 | 20,501,008.40 | | Capitalized R&D | 7,289,187.10 | 7,341,810.83 | - Key capitalized R&D projects include an anti-tumor project in Phase III clinical trials (expected completion 2031) and another in Phase I (expected completion 2032), both anticipated to generate economic benefits through product sales480 IX. Changes in the Scope of Consolidation The company disposed of a wholly-owned subsidiary, Jiangxi Wuzhong Pharmaceutical Marketing Co, Ltd, for 6 million Yuan, thereby losing control Disposal of Subsidiary | Subsidiary Name | Date of Losing Control | Disposal Price (Yuan) | Disposal Percentage (%) | Disposal Method | | :--- | :--- | :--- | :--- | :--- | | Jiangxi Wuzhong Pharmaceutical Marketing Co, Ltd | March 31, 2025 | 6,000,000.00 | 100 | Transfer | - The difference between the disposal price and the carrying amount of the subsidiary's net assets in the consolidated financial statements was 1.24 million Yuan481 X. Equity in Other Entities The company holds interests in numerous subsidiaries and associates engaged in pharmaceuticals, medical aesthetics, and investment, with several key non-wholly-owned entities - The company has several wholly-owned subsidiaries, including Jiangsu Wuzhong Pharmaceutical Group Co, Ltd and Jiangsu Wuzhong Aesthetics Biotechnology Co, Ltd483484 Key Non-Wholly-Owned Subsidiaries | Subsidiary Name | Minority Interest (%) | Profit/Loss Attributable to Minority Shareholders (Yuan) | Minority Equity Balance at Period-End (Yuan) | | :--- | :--- | :--- | :--- | | Zerun New Drug | 30 | 1,086.23 | 3,326,355.75 | | Shangli Huimei | 40 | -640,132.22 | 11,563,396.93 | | Dantou Medical | 49 | 12,880,943.64 | 63,284,591.47 | Summarized Financial Information of Immaterial Joint Ventures and Associates | Item | Period-End Balance / Current Period Amount (Yuan) | | :--- | :--- | | Associate: Tianjin Jiahe Haocheng Logistics Co, Ltd | 39,297,633.16 | | Associate: Hangzhou Lingjian Medical Technology Partnership (LP) | 85,001,863.99 | | Associate: Guilin Langke Pharmaceutical Co, Ltd | 1,287,781.55 | | Associate: Beijing Lilai Technology Co, Ltd | 23,584,710.53 | | Total Carrying Amount of Investments | 149,171,989.23 | | --Net Profit | 938,195.17 | | --Total Comprehensive Income | 938,195.17 | XI. Government Grants The company recognized 3.90 million Yuan in government grants in the current period, comprising both asset-related and income-related subsidies Government Grants Recognized in Current Profit or Loss | Type | Current Period (Yuan) | Prior Period (Yuan) | | :--- | :--- | :--- | | Asset-related | 391,457.21 | 391,952.82 | | Income-related | 3,507,208.34 | 9,429,563.56 | Liability Items Involving Government Grants | Financial Statement Item | Opening Balance (Yuan) | New Grants (Yuan) | Transferred to Other Income (Yuan) | Closing Balance (Yuan) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 3,719,933.45 | 0.00 | 391,457.21 | 3,328,476.24 | Asset-related | XII. Risks Related to Financial Instruments The company manages market, credit, and liquidity risks through established policies, including monitoring foreign exchange, using fixed-rate debt, and assessing customer credit - The company's operations are exposed to market risk (foreign exchange, interest rate), credit risk, and liquidity risk495 - Foreign exchange risk is not significant as operations are primarily domestic and settled in RMB495 - Interest rate risk is minimal as most bank borrowings as of June 30, 2025, are at fixed rates495 - Credit risk, arising from deposits and receivables, is managed by assessing customer creditworthiness, setting credit limits, and regular monitoring496 - Liquidity risk is managed by maintaining sufficient cash, monitoring borrowing facilities, and securing backup funding commitments498 XIII. Fair Value Disclosures The company's assets measured at fair value totaled 301.00 million Yuan, primarily consisting of other equity investments and receivables financing Assets Measured at Fair Value at Period-End | Item | Level 3 Fair Value Measurement (Yuan) | Total (Yuan) | | :--- | :--- | :--- | | Other Equity Instrument Investments | 295,069,377.43 | 295,069,377.43 | | Receivables Financing | 5,932,006.70 | 5,932,006.70 | | Total Assets Continuously Measured at Fair Value | 301,001,384.13 | 301,001,384.13 | - For other equity investments not traded in an active market, the company uses the book cost adjusted for changes in the investee's net assets as the best estimate of fair value504 - The carrying amounts of financial assets and liabilities not measured at fair value approximate their fair values505 XIV. Related Parties and Transactions The company's controlling shareholder is Suzhou Wuzhong Investment Holding, with related-party transactions including leases, guarantees, and receivables - The company's controlling shareholder is Suzhou Wuzhong Investment Holding Co, Ltd, with a 17.27% stake507 - The company received a CSRC notice for failing to disclose its actual controller, whose identity remains undetermined507 Related-Party Rental Income Recognized by the Company as Lessor | Lessee Name | Leased Asset Type | Rental Income Recognized (Yuan) | | :--- | :--- | :--- | | Suzhou Wuzhong Investment Holding Co, Ltd | Buildings | 19,816.50 | | Suzhou Longxing Real Estate Co, Ltd | Buildings | 37,155.96 | - The company, as the guaranteed party, received substantial guarantees from its controlling shareholder, Wuzhong Holding, with many still outstanding514 Receivables from Related Parties | Item Name | Related Party | Closing Balance (Yuan) | Bad Debt Provision (Yuan) | | :--- | :--- | :--- | :--- | | Other Receivables | Tianjin Jiahe Haocheng Logistics Co, Ltd | 4,012,200.00 | 4,012,200.00 | XV. Share-based Payments The company terminated its first employee stock ownership plan and its 2021 restricted stock incentive plan, cancelling the associated shares - The company terminated its first employee stock ownership plan and cancelled the related shares520 - The company terminated its 2021 restricted stock incentive plan and repurchased and cancelled the related restricted shares521 XVI. Commitments and Contingencies The company has commitments regarding the use of raised funds and has pledged various assets as collateral for external borrowings Committed and Actual Investment of Raised Funds | Committed Investment Project | Committed Amount (10,000 Yuan) | Actual Investment (10,000 Yuan) | | :--- | :--- | :--- | | R&D of Recombinant Human Endostatin Injection | 3,493.63 | 4,515.88 | | API and Formulation Facility Upgrade Project | 4,600.00 | 4,649.68 | | API Phase II Project | 2,867.45 | 2,691.33 | | Automated Pharmaceutical Warehouse Project | 812.23 | 874.70 | | Pharmaceutical Marketing Network Construction | 6,900.00 | 6,981.05 | | Pharmaceutical R&D Center Project | 10,600.00 | 11,100.62 | | Supplementing Pharmaceutical Business Working Capital | 8,848.05 | 8,890.70 | | R&D of Class 1 Anti-tumor New Drug YS001 | 3,500.00 | 2,721.82 | | Consistency Evaluation of Generic Drugs | 1,534.00 | 962.79 | | Generic Drug Project for Linezolid and Vonoprazan | 1,480.37 | 624.26 | | Permanent Supplement to Working Capital | 5,602.00 | 5,602.00 | | Subtotal | 50,237.73 | 49,614.83 | - Companies within the consolidated group have pledged various properties as collateral for their external borrowings, with loan maturities ranging from 2025 to 2035[524](index=524&type=chunk]525 XVII. Subsequent Events After the reporting period, a subsidiary's agency rights for the AestheFill product were terminated, leading to arbitration and a halt in sales - On July 18, 2025, RegenBiotech Inc sent a "Termination Letter" to the company's controlling subsidiary, Dantou Medical Devices (Shanghai) Co, Ltd527 - Dantou Medical has initiated arbitration against RegenBiotech, Inc for breach of contract, which was accepted by the Shenzhen Court of International Arbitration on August 7, 2025527 - Currently, the company is unable to continue the normal sale of the AestheFill product527 XVIII. Other Important Matters The company operates under four reportable segments—pharmaceuticals, medical aesthetics, investment, and corporate—for internal management and performance evaluation - The company's business is organized into four reportable segments: Pharmaceuticals, Medical Aesthetics & Biotech, Investment, and Corporate Assets & Other528 Financial Information by Reportable Segment | Item | Pharmaceuticals (Yuan) | Medical Aesthetics & Biotech (Yuan) | Investment (Yuan) | Corporate & Other (Yuan) | Inter-segment Elimination (Yuan) | Total (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 374,585,638.48 | 266,242,878.13 | 11,324,120.97 | - | -15,738,221.89 | 636,414,415.69 | | Operating Costs | 186,533,162.04 | 47,751,209.47 | 7,160,224.94 | - | -16,304,137.13 | 225,140,459.32 | | Operating Profit | -22,266,110.83 | 102,032,787.83 | 2,269,960.67 | -113,588,135.69 | 844,445.94 | -30,707,052.08 | | Total Assets | 2,618,226,106.21 | 498,391,487.39 | 279,334,234.83 | 4,125,034,254.49 | -3,655,109,028.93 | 3,865,877,053.99 | | Total Liabilities | 1,368,527,865.35 | 252,170,463.66 | 24,570,356.11 | 2,892,804,893.10 | -2,519,768,127.48 | 2,018,305,450.74 | XIX. Notes to Key Items in Parent Company Financial Statements This section details key items from the parent company's financial statements, including receivables, long-term equity investments, and revenue sources - The parent company's accounts receivable had a closing book value of 54,603.12 Yuan after a bad debt provision of 1.92 million Yuan535 - The parent company's other receivables had a closing balance of 2.46 billion Yuan, primarily consisting of intercompany fund transfers549552 - The parent company's investments in subsidiaries had a closing book value of 1.27 billion Yuan, with no impairment provision[559](index=559&type=chunk]561 - The parent company's operating revenue for the period was 9.02 million Yuan, mainly from rental income, with operating costs of 7.23 million Yuan[565](index=565&type=chunk]567 - The parent company's investment income for the period was 878,500.00 Yuan, primarily from the disposal of long-term equity investments570 XX. Supplementary Information This section provides a breakdown of non-recurring profit and loss and calculates the return on equity and earnings per share for the reporting period Details of Current Non-recurring Profit and Loss | Item | Amount (Yuan) | | :--- | :--- | | Gains/Losses from Disposal of Non-current Assets | 1,795,008.50 | | Government Grants Recognized in Current Profit or Loss | 2,939,136.00 | | Other Non-operating Income and Expenses | 48,252.49 | | Less: Income Tax Impact | -4,012.77 | | Less: Minority Interest Impact (After Tax) | -2,323.19 | | Total | 4,788,732.95 | Return on Equity and Earnings Per Share | Profit for the Reporting Period | Weighted Average ROE (%) | Earnings Per Share (EPS) Basic EPS | Diluted EPS | | :--- | :--- | :--- | :--- | | Net Profit Attributable to Common Shareholders | -2.47 | -0.062 | -0.062 | | Net Profit Attributable to Common Shareholders (Excluding Non-recurring Items) | -2.74 | -0.069 | -0.069 |