百利天恒: 四川百利天恒药业股份有限公司2025年度向特定对象发行A股股票募集说明书(注册稿)

Core Viewpoint - Sichuan Baili Tianheng Pharmaceutical Co., Ltd. plans to issue A-shares to specific investors in 2025, aiming to raise up to 3.764 billion yuan for innovative drug research and development projects [1][4]. Summary by Sections Issuance Plan - The company will issue domestic listed ordinary shares (A-shares) with a par value of 1.00 yuan per share [1]. - The issuance will be conducted through a specific object issuance method, with the timing to be determined after approval from the China Securities Regulatory Commission (CSRC) [1]. - The target investors include up to 35 specific institutional and individual investors, such as qualified foreign institutional investors and various financial institutions [1]. Issuance Details - The total number of shares to be issued will not exceed 20,050,000, representing no more than 5% of the company's total share capital before the issuance [3]. - The pricing will be based on the average trading price of the company's shares over the 20 trading days prior to the pricing benchmark date, set at 80% of that average [1]. Fundraising Scale and Use - The total amount to be raised is capped at 376.4 million yuan, which will be fully allocated to innovative drug R&D projects [4]. - The company may adjust the specific amounts allocated to projects based on actual needs and progress [4]. Lock-up Period - Shares acquired by investors in this issuance will be subject to a six-month lock-up period post-issuance [5]. Listing Location - The newly issued shares will be listed and traded on the Shanghai Stock Exchange's Sci-Tech Innovation Board [5]. Financial Performance - The company has reported net losses in multiple periods, with net profits of -282.38 million yuan, -780.50 million yuan, 370.75 million yuan, and -1.12 billion yuan in recent years [8]. - The company anticipates continued losses in 2025 as R&D expenditures increase before achieving commercial success [8]. Risks - The pharmaceutical industry is heavily influenced by national policies, which can significantly impact the company's operational environment [6]. - The company faces high risks associated with innovative drug development, including the potential for clinical trial failures and regulatory approval delays [6]. - The collaboration with Bristol Myers Squibb (BMS) for the commercialization of the drug iza-bren carries risks related to development timelines and financial outcomes [7]. Measures to Mitigate Immediate Return Dilution - The company has outlined measures to enhance competitiveness and protect shareholder interests, including strict management of raised funds and adherence to cash dividend policies [12].