CABIO(SH:688089) Xin Lang Zheng Quan·2025-06-13 08:57Group 1 - The core point of the article is that Jia Bi You plans to acquire 63.2134% of Ouyi Bio for a total consideration of 830.6237 million yuan, which involves both share issuance and cash payment, marking a significant cross-industry merger for the company [1] - The acquisition comes with a high premium rate of 441.23%, with the assessed value of Ouyi Bio's total equity at 1.316 billion yuan, leading to an assessed increment of approximately 1.0728498 billion yuan [1] - Post-acquisition, the company will recognize goodwill of 681.9464 million yuan, which will represent 23.47% of the total assets and 30.28% of the net assets as of the end of September 2024 [1] Group 2 - Ouyi Bio reported a loss of 8.08 million yuan in 2022 but turned profitable in 2023 with a net profit of 30.63 million yuan, which further increased to 43.19 million yuan in the first three quarters of 2024, indicating significant earnings volatility [2] - The transaction includes a commitment from the sellers that Ouyi Bio's cumulative net profit for 2025, 2026, and 2027 will not be less than 270 million yuan, which requires an average annual net profit of 90 million yuan, nearly double the 2023 figure [3] - Jia Bi You will pay 574 million yuan in shares and 256 million yuan in cash for the acquisition, but as of the end of Q1 2025, the company only has 208 million yuan in cash and 54 million yuan in interest-bearing liabilities [3]