瑞普生物: 关于拟转让控股子公司股权暨募投项目转让的公告

Transaction Overview - The company plans to transfer 48.4213% equity of its subsidiary, Hunan Zhong'an Biological Pharmaceutical Co., Ltd. (Zhong'an Bio), to Jiangxi Twin Biological Technology Co., Ltd. for a transaction price of approximately 11.48 million yuan, based on a total equity value of 23.7 million yuan [1][2][16] - After the transaction, the company will hold 20% of Zhong'an Bio's equity, which will no longer be included in the company's consolidated financial statements [2][24] Fundraising Project Progress - The company raised approximately 1.34 billion yuan through a private placement of 63,984,674 shares at a price of 20.88 yuan per share, with a net amount of approximately 1.33 billion yuan after deducting issuance costs [2][3] - The funds raised are allocated to various projects, including the Zhong'an Bio expansion project, which has reached a usable state and has been completed [5][6] Financial Performance of Zhong'an Bio - As of December 31, 2024, Zhong'an Bio reported a net asset value of approximately 20.55 million yuan, with total assets of approximately 31.77 million yuan and total liabilities of approximately 11.22 million yuan [14][16] - The company experienced a net loss of approximately 45.96 thousand yuan in 2024, compared to a net profit of approximately 10.08 million yuan in 2023 [15][16] Strategic Cooperation - The transaction establishes a strategic partnership between the company and Jiangxi Twin Biological, focusing on vaccine and drug research, product procurement, and disease prevention in the livestock industry [20][24] - Both parties aim to enhance their capabilities in disease prevention and control, leveraging shared resources and expertise [21][22] Board and Supervisory Opinions - The company's board and supervisory committee have approved the equity transfer and fundraising project transfer, stating that it aligns with the company's long-term development strategy and does not harm the interests of shareholders [25][26]