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众生药业: 关于使用募集资金向控股子公司提供借款实施募投项目暨关联交易的公告

Core Viewpoint - The company has approved the use of raised funds to provide loans to its subsidiary, Guangdong Zhongsheng Ruichuang Biotechnology Co., Ltd., for the implementation of a new drug research and development project, amounting to a maximum of RMB 110 million [1][2][10]. Summary of Relevant Sections Fundraising Overview - The company raised a net amount of RMB 590.20 million after deducting issuance costs of RMB 8.37 million, as approved by the China Securities Regulatory Commission [1][2]. - The funds were deposited into a designated account on June 15, 2023, and verified by an accounting firm [1]. Changes in Fund Usage - The company decided to reduce the budget for the "Anti-tumor Drug R&D Project" from RMB 169.20 million to RMB 43.26 million, reallocating the reduced amount of RMB 125.94 million to the "Drug R&D Center and Supporting Facilities Construction Project" [1][2]. - The remaining unused funds from the "Anti-tumor Drug R&D Project" and "Digital Platform Upgrade Project" totaling RMB 103.08 million will now be used for the new drug R&D project at the subsidiary [2][5]. Loan Details - The loan to the subsidiary will be provided in stages based on actual project needs, with a term of 5 years and an interest rate referencing the Loan Prime Rate (LPR) [1][2][10]. - The board of directors has authorized the chairman or designated agents to handle related matters and sign necessary documents [1][10]. Financial Status of the Subsidiary - As of March 31, 2025, the subsidiary had total assets of RMB 670.36 million and total liabilities of RMB 219.90 million, resulting in net assets of RMB 450.46 million [11]. - The subsidiary reported a total revenue of RMB 125.27 million for the first quarter of 2025, with a net loss of RMB 528.35 million for the same period [11]. Related Party Transactions - The loan constitutes a related party transaction, as the subsidiary is controlled by the company, and the terms are deemed fair and reasonable [8][9][10]. - The independent directors and supervisory board have approved the transaction, confirming it aligns with legal regulations and does not harm the interests of shareholders [14][15].