博瑞医药: 民生证券股份有限公司关于博瑞生物医药（苏州）股份有限公司向特定对象发行股票之发行保荐书

Core Viewpoint - Minsheng Securities is acting as the sponsor for the specific stock issuance of Borui Biopharmaceuticals (Suzhou) Co., Ltd., ensuring compliance with relevant laws and regulations [1][2]. Group 1: Basic Information about the Issuer - The issuer, Borui Biopharmaceuticals (Suzhou) Co., Ltd., is primarily engaged in the research and production of high-tech pharmaceutical intermediates, active pharmaceutical ingredients, and formulation products [5]. - The company was established on October 26, 2001, with a registered capital of 422,465,050 yuan [5]. - The company went public on November 8, 2019, and its stock code is 688166 [5]. Group 2: Share Structure and Major Shareholders - As of June 30, 2025, the total share capital of the company is 422,768,244 shares, all of which are unrestricted shares [6]. - The top ten shareholders hold a combined 48.25% of the shares, with the largest shareholder being Suzhou Borui Xinwen Management Consulting Partnership [6]. Group 3: Financial Performance - As of March 31, 2025, the total assets of the company amounted to 528,527.33 million yuan, with total liabilities of 266,925.64 million yuan [7]. - The company reported a net profit of -465.68 million yuan for the first quarter of 2025, compared to a net profit of 14,126.33 million yuan for the entire year of 2024 [7]. - The operating income for the first quarter of 2025 was 24,895.98 million yuan, while the total revenue for 2024 was 128,255.16 million yuan [7]. Group 4: Issuance Details - The company plans to issue shares to specific investors at an initial price of 22.56 yuan per share, which is compliant with the pricing regulations [20]. - The issuance is subject to approval from the Shanghai Stock Exchange and the China Securities Regulatory Commission [20]. Group 5: Compliance and Regulatory Aspects - The sponsor has conducted due diligence and confirmed that the issuer meets the necessary legal and regulatory requirements for the stock issuance [14][15]. - The issuance does not involve any prohibited circumstances as outlined in the Securities Law [21]. Group 6: Decision-Making Process - The board of directors approved the issuance plan on May 6, 2024, and subsequent meetings have reaffirmed and adjusted the plan as necessary [16][19]. - The shareholders' meeting on May 20, 2024, also approved the issuance plan and authorized the board to handle related matters [19].