Core Viewpoint - Edding Group Company Limited is set to reverse merge with Jiahe Biotech-B (06998.HK) through a share swap, marking Hong Kong's first reverse merger of an unprofitable biotech company under the 18A rule [3][5]. Group 1: Company Overview - Edding Group is a comprehensive biopharmaceutical company that has established a competitive portfolio of innovative drugs through acquisitions and licensing agreements with multinational pharmaceutical companies [5]. - The company has successfully launched multiple innovative drugs in China over its 20 years of operation, demonstrating strong clinical development and management capabilities [5]. - Edding's product portfolio includes five main products, three of which are original research products and two are innovative products, all of which have been commercialized [5][6]. Group 2: Financial Performance - Edding's revenue for the years 2022, 2023, 2024, and the first half of 2025 was RMB 2.073 billion, RMB 2.304 billion, RMB 2.546 billion, and RMB 1.136 billion respectively, with corresponding net profits of RMB 306 million, RMB 308 million, RMB 389 million, and RMB 115 million [17][18]. - The gross profit margin for the years 2022 to 2025 remained relatively stable, with gross profits of RMB 1.368 billion (66.0%), RMB 1.506 billion (65.4%), RMB 1.716 billion (67.4%), and RMB 760 million (66.9%) [18]. Group 3: Shareholder Structure - Prior to the merger, the controlling shareholder, Mr. Ni Xin, held 45.19% of the voting rights through various entities [10][11]. - Post-merger, Mr. Ni is expected to become the controlling shareholder of Edding Jiahe, with an estimated holding of approximately 37.39% [10][11]. Group 4: Management Team - The expanded board of directors will consist of seven members, including two executive directors, two non-executive directors, and three independent directors, effective upon completion of the merger [14][15]. - Key executives include Dr. Guo Feng as CEO and Dr. Han Shuhua as Chief Scientific Officer [15].
亿腾医药拟换股合并嘉和生物