据北交所官网信息，9月30日，四川睿健医疗科技股份有限公司（下称"睿健医疗"）披露北交所针对公司IPO的第二轮审核问询函（以下简称二轮问询）。在 二轮问询中，北交所就公司IPO材料中关联交易公允性、销售费用真实性、研发资本化合规性、经销商终端销售穿透核查充分性、境外股权架构稳定性等问 题作出问询。 此外，9月30日，睿健医疗因财务报告到期补充审计事项申请中止审核，北交所根据相关规定中止其公开发行股票并上市审核，睿健医疗最新IPO进程显示 为"中止"。 | 序号 | 原因 | 披露日期 | | --- | --- | --- | | | 2025年9月30日，睿健医疗因财务报告到期补充审计事项申请中止审核，根据 | | | | 《北京证券交易所向不特定合格投资者公开发行股票并上市审核规则》第五十 | 2025-09-3 | | | 二条,中止其公开发行股票并上市审核。 | | 北交所请公司：①全面梳理王滔具有重大影响相关交易主体的具体情况，包括与公司开展合作以来的相关主体的成立时间、股权结构、实际控制人、主要经 营管理人员、注销时间及原因（如涉及）、王滔重大影响的具体体现、经营规模及公司的交易占比、与公司的合作 ...

Core Viewpoint - The regulatory scrutiny on Haisco Pharmaceutical's (002653.SZ) 1.365 billion yuan private placement plan highlights the deep-seated contradictions between the company's aggressive strategic transformation and financial compliance, raising uncertainties about the approval of the fundraising initiative [1] Financial and Operational Risks - Despite continuous revenue growth from 3.015 billion yuan to 3.721 billion yuan during the reporting period (2022-2024), the company's net profit attributable to shareholders showed significant volatility, dropping from 112 million yuan in 2022 to 242 million yuan in 2023, and then plummeting to 132 million yuan in 2024, with a further decline to 50 million yuan in Q1 2025 [2] - The sharp increase in government subsidies, reaching 196 million yuan and 25 million yuan in 2023 and 2024 respectively, accounted for 49.5% and 6.3% of net profit during those periods, raising concerns about the sustainability of profitability [2] - The implementation of centralized procurement policies has severely pressured prices, with core products like propofol injection experiencing price drops of 70%-80%, leading to a continuous decline in revenue from parenteral nutrition products [2] Dividend and Fundraising Concerns - The company's cash dividends in 2023 and 2024 amounted to 223 million yuan and 464 million yuan, representing 75.5% and 117.31% of net profit, with the latter indicating excessive distribution [3] - The planned 350 million yuan from the private placement for "supplementing working capital" raised questions from the Shenzhen Stock Exchange regarding potential harm to minority shareholders' interests due to high dividends followed by immediate fundraising [3] R&D Capitalization Issues - The company's R&D capitalization rates were significantly higher than industry averages, with rates of 53.39%, 40.98%, 37.65%, and 26.14% over the reporting period, raising compliance concerns regarding accounting practices [3] - There were instances of terminated R&D projects that were not disclosed in terms of their capitalization treatment, prompting regulatory requests for clarification on the criteria for capitalization and impairment assessments [3] Governance and Investment Risks - The change in the controlling shareholder in March 2025, with Wang Junmin becoming the sole controller, raised concerns about governance stability and potential risks related to related-party transactions [4] - The company has faced historical issues with internal controls, including a warning from the Tibet Securities Regulatory Bureau in 2020 for violations related to related-party transactions [4] - Low utilization rates of fixed assets, particularly in large-volume injections below 55% and small-volume injections and tablets below 30%, have raised questions about asset impairment provisions [4] Accounts Receivable Concerns - The accounts receivable turnover ratio has consistently been below the industry average, with a ratio of only 4.12 in Q1 2025 compared to the industry average of 9.93, indicating potential issues with collection capabilities [5] - The balance of accounts receivable increased to 896 million yuan, prompting regulatory inquiries into the adequacy of bad debt provisions and the nature of long-term prepayments related to overseas clinical trial expenses [5]

Core Viewpoint - The company, China Resources Sanjiu, is facing significant challenges as its traditional revenue streams are stagnating, new business ventures are not performing well, and it is struggling to keep pace with competitors in a tightening regulatory environment [2][3]. Business Performance - In 2024, the company reported total sales of 276 billion yuan, but the growth rate is declining, indicating potential risks [3]. - The company's flagship products, which account for 45% of sales (approximately 125 billion yuan), have seen a decrease in growth from nearly 20% in 2023 to 14% in 2024, suggesting they are nearing market saturation [4]. - New products launched in 2024, such as vitamin D drops and probiotics, contributed less than 3% to revenue, indicating poor market reception [5]. Prescription and Over-the-Counter Drugs - The prescription drug segment, which was previously a strong revenue generator, has been negatively impacted by national price cuts, resulting in a gross margin decline of 4.6 percentage points in 2024 [5][10]. - The company’s retail business generated 33.7 billion yuan in 2024, but with a low gross margin of only 13.4%, highlighting inefficiencies in physical store operations [6]. Financial Metrics - In Q1 2025, the company reported revenue of 68.54 billion yuan, a year-on-year decline of 6.04%, and a net profit of 12.7 billion yuan, down 6.87% [8][10]. - Compared to competitors, the company is lagging, with its gross margin at 53.28%, significantly lower than peers like Dong-E E-Jiao at 73.62% [9][10]. Acquisition and Integration Challenges - The acquisition of Kunming Pharmaceutical Group has not yielded expected benefits, with its revenue growth at only 7.3% and a gross margin drop of 7.4 percentage points [6][11]. - The company faces high management integration costs post-acquisition, and the goodwill from acquisitions poses a risk of impairment, amounting to 51.24 billion yuan, which is 25.7% of the company's net assets [11]. Research and Development - The company has increased its R&D investment from 5.94 billion yuan in 2022 to 8.02 billion yuan in 2024, maintaining a 16.8% annual growth rate [12]. - However, the capitalized R&D ratio has dropped from 22.35% to 15.87%, indicating potential issues with project maturity and profitability [13]. - The R&D team has expanded significantly, but labor costs now account for 37.7% of R&D expenses, raising concerns about the efficiency of these investments [14].

Core Viewpoint - The financial performance of Buchang Pharma has significantly deteriorated in 2024, with a revenue drop of 17% and a net loss of 5.5 billion yuan, marking a 274% decline in net profit compared to the previous year [2][3][4]. Financial Performance Summary - In 2024, the company's operating revenue was 11 billion yuan, down from 13.25 billion yuan in 2023, reflecting a decrease of 16.91% [3]. - The net profit attributable to shareholders was a loss of 553.8 million yuan, compared to a profit of 319 million yuan in 2023, indicating a decline of 273.62% [3][4]. - The company reported a significant impairment of goodwill amounting to 853 million yuan, primarily related to its subsidiaries Tonghua Guhong and Jilin Tiancai [5][20]. Business Operations and Challenges - The decline in revenue and profit is attributed to the removal of several products from the medical insurance catalog and increased scrutiny on certain products, leading to reduced sales [4][13]. - The company's total revenue has decreased from 160 billion yuan in 2020 to 110 billion yuan in 2024, a drop of over 30% [16]. - Sales of key products have plummeted, with some experiencing a sales decline of 50% to 85% from 2022 to 2023 [18]. Acquisition and Goodwill Issues - Buchang Pharma's acquisitions of Jilin Tiancai and Tonghua Guhong from 2012 to 2015 resulted in a total goodwill of approximately 49.97 billion yuan, which constituted 33% of the company's total assets at that time [8][9]. - The company has faced continuous goodwill impairment, totaling 45.3 billion yuan from 2021 to 2024, which is 88% of the initial goodwill [24]. Sales and Marketing Expenses - The company's sales expense ratio has consistently exceeded the industry average, with a sales expense rate of 39% in 2024, 11 percentage points higher than the industry average [27][28]. - A significant portion of sales expenses (93%) is allocated to market and academic promotion fees, raising concerns about the efficiency of spending [29][30]. Research and Development (R&D) Expenditure - Despite claims of transitioning to a product-driven and technology-oriented company, R&D expenditure has remained low, with a rate of only 2-3% over the past five years [35]. - The company has increasingly capitalized R&D expenses, with the capitalized portion rising from 26% in 2020 to 52% in 2024, suggesting potential manipulation of profit figures [37][38].

Core Viewpoint - The financial performance of Buchang Pharma has significantly deteriorated in 2024, with a revenue drop of 17% and a net loss of 5.5 billion yuan, marking a 274% decline in net profit compared to the previous year [2][3][4]. Financial Performance Summary - In 2024, the company's operating revenue was 11 billion yuan, down from 13.25 billion yuan in 2023, reflecting a decrease of 16.91% [3]. - The net profit attributable to shareholders was a loss of 553.8 million yuan, compared to a profit of 319 million yuan in 2023, indicating a decline of 273.62% [3][4]. - The company also reported a significant impairment of goodwill amounting to 853 million yuan, primarily related to its subsidiaries [5][20]. Business Operations and Challenges - The decline in revenue and profit is attributed to the removal of several products from the medical insurance catalog and increased scrutiny on certain products, leading to reduced sales [4][13]. - The company has faced continuous challenges since 2020, with total revenue decreasing from 160 billion yuan in 2020 to 110 billion yuan in 2024, a drop of over 30% [16]. Goodwill Impairment and Acquisitions - Buchang Pharma's acquisitions of Jilin Tiancai and Tonghua Guhong from 2012 to 2015 resulted in a total goodwill of approximately 50 billion yuan, which constituted 33% of the company's total assets at that time [8][9]. - The company has been forced to recognize substantial goodwill impairments, totaling 45.3 billion yuan from 2021 to 2024, which is 88% of the initial goodwill [24]. Sales and Marketing Expenses - The company's sales expense ratio has consistently exceeded the industry average, with a sales expense rate of 39% in 2024, significantly higher than the industry average of 28% [27][28]. - A large portion of the sales expenses (93%) is allocated to market and academic promotion fees, raising concerns about the efficiency of spending [29][30]. Research and Development - Despite claims of transitioning to a product-driven and technology-driven company, Buchang Pharma's R&D expenditure has remained low, with a research expense rate of only 2-3% over the past five years [35]. - The company has increasingly capitalized its R&D expenses, with the capitalized portion rising from 26% in 2020 to 52% in 2024, which may obscure the true profitability [37][38].

Core Insights - The company has experienced a decline in revenue for two consecutive years, with a reported revenue of 41.067 billion yuan in 2024, down 0.8% year-on-year [4][5] - Despite the revenue decline, net profit increased by 16.08% to 2.770 billion yuan, primarily due to non-recurring gains and a reduction in R&D expenses [10][11] - The company's reliance on short-term financial maneuvers raises concerns about its long-term growth potential [2][3] Revenue Performance - In 2022, the company achieved a peak revenue of 43.952 billion yuan, but revenue fell to 41.400 billion yuan in 2023, a decrease of 5.81% [5][6] - The core pharmaceutical business saw a revenue drop of 4.29% in 2024, with significant declines in key product categories such as anti-infection and central nervous system drugs [6][8] - The only growth area was cardiovascular products, which saw a revenue increase of 14% [7] Profitability Factors - The increase in net profit was supported by non-recurring gains of 456 million yuan, including asset disposal gains of 371 million yuan and government subsidies of 614 million yuan [10][11] - R&D expenses were reduced by 16.15%, with a significant portion of R&D spending being capitalized, leading to an increase in intangible assets to 14.468 billion yuan [11][12] - The company's net profit margin improved to 8.55%, up 1.56 percentage points, due to reduced R&D expenses [15] Debt and Financial Structure - The company experienced a significant increase in short-term borrowings, reaching 18.711 billion yuan, which raised concerns about its debt structure [15] - The proportion of short-term borrowings in total interest-bearing liabilities increased from 52.2% in 2023 to 64.7% in 2024, indicating a shift towards short-term financing [15] - Financial expenses rose by 12.82% to 1.111 billion yuan, reflecting the deteriorating debt structure [15]