近4亿交易差价存风险，海利生物再“吞”瑞盛生物41%股权

Core Viewpoint - The acquisition of a 41% stake in Shaanxi Ruisheng Biotechnology Co., Ltd. by Shanghai Haili Biotechnology Co., Ltd. is primarily a means to offset a transaction price difference due to declining performance of Ruisheng [1][2][3] Group 1: Acquisition Details - Haili Biotechnology signed an agreement to acquire a 41% stake in Ruisheng from Meilun Management Co., Ltd. to offset a transaction price difference of approximately 399.3 million yuan [1][2] - The original acquisition of 55% of Ruisheng was completed in October 2024 for 935 million yuan, with performance guarantees set for the following years [2][3] - Due to a decline in Ruisheng's performance starting in Q2 2024, Haili adjusted the valuation of Ruisheng from 1.7 billion yuan to 974 million yuan, leading to a reduced transaction price [2][5] Group 2: Financial Performance - Ruisheng's revenue for 2024 and the first nine months of 2025 was 265 million yuan and 105 million yuan, respectively, with a net profit of 139 million yuan [4] - Haili's revenue for 2024 was 271 million yuan, a 12.59% increase year-on-year, and net profit was 171 million yuan, a 172.28% increase [7] - In Q3 2025, Haili's revenue dropped significantly by 40.2% year-on-year, attributed to intensified market competition and declining product prices [9] Group 3: Market Context - The oral tissue repair and regeneration materials market, where Ruisheng operates, is facing increased competition and price declines, impacting overall performance [8] - Haili's main business segments, including in vitro diagnostic reagents and oral tissue repair materials, are under pressure due to policy changes and market dynamics [8]