Biocause Pharma(SZ:000627) 中国基金报·2025-08-09 04:56Core Viewpoint - *ST Tianmao plans to voluntarily delist from the Shenzhen Stock Exchange due to significant uncertainties in its business restructuring, aiming to protect the interests of minority shareholders [1][3]. Group 1: Delisting Announcement - On August 8, *ST Tianmao's board approved a resolution to withdraw its A-share listing and transfer to the national SME share transfer system after delisting [1]. - The company has a total share capital of 4.904 billion shares, with a market capitalization of 7.111 billion yuan as of July 18, with the stock price at 1.45 yuan per share before suspension [3]. Group 2: Cash Option for Shareholders - To protect investors, *ST Tianmao will provide a cash option to dissenting shareholders, facilitated by an affiliate of Liu Yiqian, the actual controller of the company [6]. - The cash option's exercise price is set at 1.60 yuan per share, representing a premium of approximately 10.34% over the last trading price [7]. Group 3: Shareholder Structure - The top three shareholders of *ST Tianmao are New Liyi Group (44.56%), Wang Wei (11.25%), and Liu Yiqian (10.47%) [6]. - Liu Yiqian is the actual controller of New Liyi Group, and Wang Wei is his spouse [6]. Group 4: Business Transition and Financial Performance - *ST Tianmao transitioned from a pharmaceutical focus to the insurance sector after Liu Yiqian took control in 2002, becoming the largest shareholder of Guohua Life Insurance [10][11]. - The company has faced continuous losses since 2020, with Guohua Life's revenue dropping to 49.8 billion yuan in 2023, resulting in a loss of 1.155 billion yuan [13]. - The company anticipates a loss of 500 million to 750 million yuan for the 2024 fiscal year due to increased reserve provisions [13]. Group 5: Regulatory Challenges - *ST Tianmao is under pressure to disclose its 2024 annual report, which has not been completed, leading to a risk of delisting [15]. - The company received a notice from the China Securities Regulatory Commission for failing to disclose periodic reports on time [17].