康华生物控制权变更三重考:股东减持、业绩滑坡、对赌压顶

Core Viewpoint - The article discusses the significant changes in the governance and operational challenges faced by Kanghua Biological (300841.SZ) following its change of control, highlighting a sharp decline in its core product's market performance and the pressures from performance commitments [2][4][10]. Group 1: Change of Control and Shareholder Actions - Kanghua Biological has undergone a change of control with major shareholders reducing their stakes during the transition period, leading to the company entering a state without a controlling shareholder [3][4]. - The fourth largest shareholder, Sichuan Development Securities Investment Fund Management Co., Ltd., reduced its stake from 6.22% to 5.91%, cashing out approximately 32.66 million yuan [3]. - The transfer of control involved the original controlling shareholder, Wang Zhentao, transferring 21.91% of shares to Wanke Xin Biological for a total consideration of 1.851 billion yuan [4]. Group 2: Board Restructuring and Management Changes - Following the change of control, Kanghua Biological completed a full overhaul of its board and executive team, with the new board consisting of 11 members, including 7 non-independent and 4 independent directors [5][7]. - Liu Dawei was elected as the new chairman, while Wang Zhentao became the vice chairman and legal representative [5][6]. Group 3: Financial Performance and Challenges - Kanghua Biological reported a significant decline in financial performance for the first three quarters of 2025, with revenue dropping by 20.78% to 840 million yuan and net profit decreasing by 53.41% to 189 million yuan [8]. - The company's core product, the freeze-dried human rabies vaccine, saw a drastic reduction in batch issuance by over 40%, primarily due to increased competition in the market [9]. - The company faces a performance commitment to achieve a net profit of at least 728 million yuan over 2025 and 2026, alongside a minimum of 260 million yuan in R&D expenses, which poses a significant challenge given its current performance pressures [10][11].