Overview of the Transaction - The controlling shareholder of the company, Pailin Biopharmaceutical Co., Ltd., is set to change from Shengbang Yinghao Investment Partnership to China National Pharmaceutical Group Co., Ltd. [1][8] - Shengbang Yinghao holds 21.03% of the company's shares, all of which are tradable shares [2][8]. Parties Involved - The transferor is Shengbang Yinghao Investment Partnership, located in Jiangxi Province, with a capital contribution of 500 million yuan [2][5]. - The transferee is China National Pharmaceutical Group Co., Ltd., based in Beijing, with a registered capital of approximately 980.82 million yuan [2][5]. Key Terms of the Agreement - The acquisition framework agreement was signed on June 8, 2025, with a transfer price of approximately 384.38 million yuan, plus interest calculated at an annual rate of 9% from March 20, 2023, until the formal transaction documents are signed [5][6]. - The agreement stipulates that the number of shares may be adjusted in case of corporate actions like stock splits or dividends [5]. Due Diligence and Compliance - The agreement is contingent upon the completion of due diligence by the transferee, and the final transaction amount will be determined in the formal share transfer agreement [6][9]. - The transaction requires compliance confirmation from the Shenzhen Stock Exchange and other regulatory approvals [9]. Impact on the Company - The transaction is not expected to adversely affect the company's normal operations or the interests of minority shareholders [8][9]. - The transaction does not constitute a tender offer or related party transaction [8].
派林生物: 关于控股股东签署《收购框架协议》暨公司控制权拟发生变更的提示性公告