关联交易疑云与估值争议待解，阳光诺和收购朗研生命再“喊停”

Core Viewpoint - Sunshine Nuohuo has decided to terminate the acquisition of 100% equity in Jiangsu Langyan Life Technology Holdings Co., Ltd. and withdraw the application documents, marking the failure of a nearly year-long effort to acquire the company [1][2]. Group 1: Acquisition Attempts - This is not the first attempt by Sunshine Nuohuo to acquire Langyan Life, as a previous attempt in October 2022 was also terminated due to significant changes in the market environment [2][3]. - The initial acquisition price was set at 1.611 billion yuan, with 1.205 billion yuan to be paid through share issuance and 406 million yuan in cash, alongside a planned fundraising of 1.007 billion yuan for cash consideration and project expansions [2]. - The performance commitments for Langyan Life included net profits of no less than 95 million yuan, 125 million yuan, and 158 million yuan for the years 2023, 2024, and 2025, respectively, totaling 378 million yuan [2]. Group 2: Financial Performance - Langyan Life's financial performance has been declining, with revenues dropping from 617 million yuan in 2022 to 463 million yuan in 2023 and 415 million yuan in 2024, and only achieving 231 million yuan in the first half of 2025 [4]. - The net profits for Langyan Life were significantly below the promised figures, raising concerns about the company's overall operational stability [4]. Group 3: Market and Strategic Implications - Sunshine Nuohuo's attempts to acquire Langyan Life were aimed at enhancing its "R&D + production" industry chain layout, addressing its shortcomings in production capabilities [5]. - The company reported a revenue of 1.078 billion yuan in 2024, a 15.7% increase year-on-year, but its net profit declined by 3.98%, marking the first year of decline in five years [5]. - Despite the setbacks in acquisitions, Sunshine Nuohuo anticipates a positive outlook for 2025, projecting revenues between 1.192 billion yuan and 1.371 billion yuan, with net profits expected to grow by 7.69% to 29.23% [6].