Core Viewpoint - Yiteng Pharmaceutical has completed a reverse acquisition of Jiahe Biotech, marking its entry into the Hong Kong stock market amid a challenging IPO environment for biopharmaceutical companies. However, the company faces scrutiny due to controversial financial practices, including soaring sales expenses and significant pre-listing dividends [1][2]. Group 1: Acquisition Details - Yiteng Pharmaceutical achieved a valuation of $677 million through a share swap with Jiahe Biotech, which was valued at $197 million, highlighting a stark contrast in market perceptions of established commercial products versus innovative drug development [2]. - The reverse acquisition was a strategic move after Yiteng's unsuccessful attempts to go public over four years, with multiple failed IPO applications since 2020 [2]. Group 2: Financial Practices - Sales and distribution expenses surged to 731 million yuan in 2024, accounting for 28.7% of revenue, significantly outpacing research and development expenditures of 480 million yuan [3]. - The company allocated over 220 million yuan to meeting expenses in 2024, nearly double the R&D spending of 122 million yuan for the same period, raising concerns about potential regulatory scrutiny regarding commercial bribery [3]. Group 3: Pre-listing Dividends - Yiteng Pharmaceutical distributed approximately 144 million yuan in dividends within six months before the merger, with the controlling shareholder, Ni Xin, receiving about 63 million yuan [4]. - This dividend distribution has drawn criticism as a potential "cash extraction" strategy, especially given the company's rising inventory levels and increased administrative expenses [4]. Group 4: Future Prospects - The newly formed entity, Yiteng Jiahe, is betting on its innovative drug pipeline, particularly the breast cancer drug GB491, which is expected to seek approval by 2025 and aims for inclusion in the medical insurance catalog [5]. - However, the company faces significant challenges, including intense competition for GB491 and potential pricing pressures from insurance negotiations, which could impact profitability [5]. Group 5: Conclusion - The reverse acquisition represents both a survival strategy in a tough capital market and a critical juncture for innovation transformation. The company's reliance on a sales-heavy model amidst regulatory scrutiny and governance questions will be pivotal in shaping its future trajectory [6].
亿腾医药借壳上市，7亿销售费与1.4亿分红的资本迷局