10月8日，诺诚健华一则海外授权许可公告，在次日资本市场引发鲜明分化——公司A股股价开盘后快 速跳水，收跌6.24%，港股收跌11.64%；而交易对手方、纳斯达克上市的Zenas股价却强势上涨 24.22%。 诺诚健华把自家BTK抑制剂奥布替尼在多发性硬化症（MS）等自身免疫疾病领域的海外权益，以及两 款临床前资产有偿许可给Zenas，换来1亿美元首付款和近期里程碑付款，外加Zenas 700万普通股股 票，潜在交易总价值超过20亿美元。 根据交流会说明，首付款与股权价值叠加后合计2.8亿美元，行业对比来看首付比尚可。这已是奥布替 尼与全球生物技术巨头Biogen"分手"后的二次出海。诺诚健华此次虽也接洽过MNC（跨国制药公 司），但最终未再选择，而当前创新药全球化模式正悄然发生变化。 1亿美元首付+15%股权，曾接洽MNC却牵手Zenas 笔者梳理发现，市场针对诺诚健华此次合作偏谨慎的情绪主要集中在两个方面：一是认为首付金额未完 全匹配预期，二是合作方不够知名。 根据公告，诺诚健华此次出让的并非奥布替尼全部海外权益，而是涵盖多发性硬化领域的全球权益，包 括全球独家开发、生产和商业化权利，以及排除大中华区及东 ...

将投中网设为"星标⭐"，第一时间收获最新推送 中国创新药正站在历史性节点。 作者丨 投中嘉川 来源丨 投中网 中国创新药出海势头正猛，交易金额突破600亿美元，却迎面遇上特朗普政府拟对中美药企交易实施CFIUS审查的风声。高光与挑战并存，中国创新药 正站在历史性节点。 辉煌与隐忧：历史性突破下的冷思考 2024年以来，中国创新药出海持续火热。全年共达成94笔海外授权（License-out）交易，总金额519亿美元。 进入2025年，这一势头依旧强劲—— 上半年仅72笔交易，金额已突破600亿美元，超出上年全年81亿美元，交出亮眼"成绩单"。 除了应对审查所带来的直接压力，中国药企在对外合作的价值实现方面，也面临更深层的结构性挑战。 尽管国内药企BD交易总金额屡创新高，但其首付款水平仍普遍低于美国同业。医药魔方数据显示，今年上半年，中国药企相关交易的首付款为29亿美 元，在608亿美元的总交易额中仅占4.8%。而同期海外药企的首付款比例则达到12.8%。 在BD市场的带动下，二级市场生物医药板块回温显著，百济神州市值一度突破5000亿元，恒瑞医药、信达生物等头部药企创下新高。 医疗健康领域的IPO也有所回升。 ...

Core Viewpoint - Heng Rui Medicine has announced a new collaboration with Braveheart Bio for the global development and commercialization of its heart disease drug HRS-1893, marking its second NewCo transaction aimed at expanding its international presence [1][3]. Group 1: Transaction Details - Heng Rui Medicine will receive a total of $65 million in upfront payments, consisting of $32.5 million in cash and $32.5 million in equity from Braveheart Bio [1]. - After the technology transfer, Heng Rui will receive an additional $10 million milestone payment, along with potential milestone payments and sales royalties that could total up to $1.013 billion, bringing the maximum potential revenue from this deal to $1.088 billion [1]. - A joint management committee will be established to coordinate the global development and commercialization of the licensed product, with equal representation from both companies [1]. Group 2: Product Development Status - HRS-1893 is currently undergoing a Phase III clinical trial in China for obstructive hypertrophic cardiomyopathy, which is a common hereditary heart disease and a leading cause of sudden cardiac death among adolescents and athletes [2]. Group 3: Previous Transactions and Company Background - This is Heng Rui Medicine's second NewCo model transaction; the first involved licensing three GLP-1 innovative drugs to a newly established U.S. company, Kailera, for an upfront payment of $100 million and a potential total deal value of $6 billion [3]. - Braveheart Bio was established in 2024 in Delaware, USA, with major investors including Forbion Capital and OrbiMed, and is led by CEO Travis Murdoch, who has a history of successful clinical project management [3][4]. - As of September 5, Heng Rui Medicine's A-shares rose by 3.35%, with a market capitalization of 470.9 billion yuan, while its Hong Kong shares increased by 3.07%, with a market capitalization of 555.9 billion HKD [4].

Core Insights - HengRui Pharma has entered into an exclusive licensing agreement with Braveheart Bio for its proprietary Myosin small molecule inhibitor HRS-1893, aimed at treating Hypertrophic Cardiomyopathy (HCM) [1][2] - The agreement grants Braveheart Bio exclusive rights to develop, manufacture, and commercialize HRS-1893 globally, excluding Greater China, with an upfront payment of $65 million and potential milestone payments totaling up to $1.013 billion [1][2] - HRS-1893 is a significant innovation in HengRui's cardiovascular portfolio, currently in Phase III clinical trials, with over 10 innovative products in clinical research stages targeting cardiovascular diseases [3] Financial Terms - Braveheart Bio will pay HengRui a total of $75 million, which includes $32.5 million in cash and $32.5 million in equity, along with a $10 million milestone payment upon successful technology transfer [1] - The potential milestone payments related to clinical development and sales could reach up to $1.013 billion, in addition to sales royalties [1] Market Potential - The CEO of Braveheart Bio expressed confidence in HRS-1893's potential as a best-in-class Myosin inhibitor, highlighting the significant unmet needs in the cardiovascular disease market [2] - HengRui's recent licensing of GLP-1 class innovative drugs to a newly established U.S. company could yield up to $6 billion in total payments, indicating a strong focus on expanding its innovative drug portfolio [2]

Core Viewpoint - HengRui Pharma has entered into an exclusive licensing agreement with Braveheart Bio for its Myosin small molecule inhibitor HRS-1893, marking a strategic move to leverage international capital through the NewCo model [1][2] Group 1: Licensing Agreement Details - HengRui Pharma will receive a total of $75 million from Braveheart Bio, which includes a $65 million upfront payment and a $10 million milestone payment upon technology transfer [1] - The agreement allows Braveheart Bio to develop, produce, and commercialize HRS-1893 globally, excluding China, with potential milestone payments reaching up to $1.013 billion related to clinical development and sales [1][4] Group 2: NewCo Model Advantages - The NewCo model allows HengRui to separate R&D risks and commercialization execution, enabling quicker cash flow recovery through upfront and milestone payments [2][6] - This model is particularly suitable for large pharmaceutical companies like HengRui, which have a rich early pipeline but limited overseas clinical and commercialization capabilities [2][5] Group 3: HRS-1893 and Clinical Development - HRS-1893 is a highly selective Myosin small molecule inhibitor aimed at normalizing myocardial contractility and reducing left ventricular hypertrophy [4] - The drug has already initiated Phase III clinical trials for obstructive hypertrophic cardiomyopathy, with multiple clinical trials ongoing in HengRui's cardiovascular portfolio [4][5] Group 4: Strategic Implications - The involvement of reputable investors like Forbion and OrbiMed provides funding and international operational resources, enhancing the credibility of HengRui's technology platform [4][9] - The NewCo model is emerging as a preferred strategy for Chinese pharmaceutical companies to navigate international markets while retaining core regional rights [7][9] Group 5: Market Trends and Future Outlook - The NewCo model has gained traction since 2024, with several companies, including HengRui, exploring this approach to overcome barriers in the global biopharmaceutical market [6][9] - Future pipelines with first-in-class or best-in-class potential are likely to utilize this model for international expansion, necessitating strong collaboration among legal, financial, and medical teams during negotiations [9]

Core Viewpoint - HengRui Medicine has entered into an exclusive licensing agreement with Braveheart Bio for its self-developed Myosin small molecule inhibitor HRS-1893, marking a significant step in the company's international expansion strategy through the NewCo model [1][3]. Group 1: Licensing Agreement Details - The agreement grants Braveheart Bio exclusive rights to develop, produce, and commercialize HRS-1893 globally, excluding mainland China, Hong Kong, Macau, and Taiwan [3]. - Braveheart Bio will pay a total of $75 million, which includes a $65 million upfront payment (comprising $32.5 million in cash and $32.5 million in equity) and a $10 million milestone payment upon completion of technology transfer [3]. - Additionally, HengRui Medicine could receive up to $1.013 billion in milestone payments related to clinical development and sales, along with corresponding sales royalties [3]. Group 2: Product Information - HRS-1893 is a highly selective Myosin small molecule inhibitor that specifically inhibits myocardial ATPase activity, normalizing myocardial contractility, reducing left ventricular hypertrophy, and improving diastolic compliance [4]. - The drug is currently undergoing a Phase III clinical trial in China for obstructive hypertrophic cardiomyopathy and has multiple ongoing clinical trials in the cardiovascular disease field [4]. Group 3: Strategic Implications - The partnership with top-tier life science investment firms like Forbion and OrbiMed highlights HengRui's international competitiveness and the high value of its diversified R&D pipeline [6]. - The collaboration aims to accelerate the global development of innovative therapies in the cardiovascular field, addressing unmet medical needs [6]. - This agreement follows HengRui's previous successful licensing deals, including a notable transaction with GSK, which set a new record for outbound licensing agreements from China [7].

本文字数：979，阅读时长大约1.5分钟 作者 | 第一财经 林志吟 封图 | AI生成 继去年5月份后，恒瑞医药（00276.SH；01276.HK）再次尝试以"NewCo"的模式出海。 2025.09. 05 今日，恒瑞医药宣布与美国Braveheart Bio公司就其自主研发的心肌肌球蛋白（Myosin）小分子抑制剂HRS-1893项目达成独家许可协议。 所谓"Newco"模式，一般由资本攒局成立一家新公司，药企将管线剥离出来授权给这家公司后，获得一定的股权和现金。通过这次交易，恒瑞医药将 HRS-1893项目海外权益授权给成立不久的Braveheart Bio，并获得一定的股权和现金。 具体根据协议条款，恒瑞医药将HRS-1893在除以外的全球范围内开发、生产和商业化的独家权利有偿许可给Braveheart Bio。 Braveheart Bio将向恒瑞医药支付6500万美元首付款（含3250万美元现金和等值3250万美元的Braveheart Bio公司股权）和完成技术转移后的1000 万美元近期里程碑款，总计7500万美元。此外，恒瑞医药还将收取最高可达10.13亿美元的与临床开发和销售相关的里程 ...

Core Viewpoint - Heng Rui Medicine has entered into an exclusive licensing agreement with Braveheart Bio for its self-developed cardiac drug HRS-1893, which is currently in Phase III clinical trials, utilizing the "NewCo" model to expand internationally [1][2]. Group 1: Licensing Agreement Details - The agreement allows Braveheart Bio to develop, produce, and commercialize HRS-1893 globally, excluding China, with Heng Rui receiving a total of $75 million upfront, including $32.5 million in cash and $32.5 million in equity [1]. - Heng Rui is also entitled to receive up to $1.013 billion in milestone payments related to clinical development and sales, along with corresponding sales royalties, bringing the total potential value of the agreement to $1.088 billion [1]. Group 2: Product Information - HRS-1893 is a highly selective Myosin small molecule inhibitor that normalizes myocardial contractility, reduces left ventricular hypertrophy, and improves diastolic compliance [2]. - The drug has undergone multiple clinical trials, with Phase I data recently presented at the 2025 European Society of Cardiology (ESC) Congress, and Phase III trials for obstructive hypertrophic cardiomyopathy have been initiated in China [2]. Group 3: Company Strategy and Performance - Heng Rui Medicine emphasizes a dual approach of independent research and open collaboration, aiming to strengthen international partnerships to enhance the efficient translation of research outcomes into the global drug innovation network [2]. - The company has completed a total of 16 licensing agreements to date, contributing nearly 2 billion yuan in revenue from licensing transactions in the first half of the year [3].

Group 1 - The focus of US funds on Chinese innovative drugs has not diminished, but the approach has shifted to overseas asset placement to reduce compliance risks and enhance capital efficiency [1][5] - The recent surge in Hong Kong's 18A projects is driven by high-frequency BD collaborations, NewCo models, and mergers and acquisitions, fundamentally changing the underlying logic of the innovative drug sector [1][3] - In 2024, the number of innovative drugs under development in China is projected to reach 3,575, surpassing the United States and establishing China as a global leader in this area [3] Group 2 - The NewCo model has gained traction, particularly in oncology and autoimmune disease treatment, allowing Chinese companies to collaborate with US funds to establish new entities for global development [2][4] - The BD and NewCo strategies are key drivers of the innovative drug market, with significant overseas licensing deals becoming commonplace, exceeding $1 billion [3][4] - The NewCo model allows Chinese pharmaceutical companies to retain equity while receiving upfront payments, milestones, and revenue sharing, thus mitigating direct investment risks for US funds [4][5] Group 3 - The investment landscape for US funds in China is evolving, with a focus on incubating NewCo and injecting assets into these entities to avoid direct investment risks associated with Chinese companies [5][6] - Despite a decrease in direct investments by US funds in Chinese biotech, the understanding of the market has deepened, leading to a strategic shift towards acquiring Chinese assets and forming US-based companies [6][7] - The trend of Chinese innovative drugs going global is accelerating, with an emphasis on having clear "going out" strategies to attract international partnerships and acquisitions [8][9] Group 4 - The current focus of capital is on large products and indications, particularly in oncology and autoimmune diseases, with a notable trend towards metabolic drugs driven by successful GLP-1 products from multinational companies [9][10] - The innovative drug market in China is increasingly recognized for its potential to be acquired by global pharmaceutical companies, moving away from a reliance on domestic sales and channels [8][9]

Core Viewpoint - The Chinese innovative drug sector has gained global recognition, leading to a shift in investment strategies where investors are actively seeking business development (BD) opportunities rather than waiting for IPOs [3][4]. Investment Trends - The Hang Seng Medical ETF has increased by over 90% this year, while the Hong Kong Stock Connect Innovative Drug Index has surged by 130%, indicating the strength of China's innovative drugs [3]. - International capital is looking to invest in domestic biopharmaceutical firms through collaboration to identify promising new drug development projects [3][4]. - The trend of BD transactions has become mainstream, with significant deals often exceeding $1 billion, particularly in overseas licensing agreements [6]. Types of Investment Institutions Sought - Dollar LPs are targeting three types of domestic GP: 1. Investment in U.S. biopharmaceutical companies, primarily to introduce Chinese drug projects [7]. 2. Investment in foreign companies that have received Chinese drug authorizations [7]. 3. Leading investments in newly established domestic companies (NewCo) focused on overseas sales of Chinese drugs [7]. NewCo as a Strategy - Establishing NewCo can enhance the bargaining power of domestic GPs by allowing them to control revenue shares and select international teams for management [11]. - The success of NewCo depends on the specific terms of agreements, including revenue sharing and distribution timelines [11][12]. Challenges and Opportunities - Despite the potential of NewCo, challenges remain, such as the initial low investment from international LPs and the need for further data before transferring ownership [12]. - The ultimate value of drug pipelines remains crucial; successful projects that meet international demand will attract higher valuations [13][14]. Supply Chain Management - International LPs prioritize three capabilities in domestic GPs: identifying quality projects in China, finding competent teams in the U.S., and understanding the needs of multinational pharmaceutical companies [14]. - There is a gap in understanding the U.S. market demands among Chinese drug companies, which could hinder successful international collaborations [14][15]. AI and Future Directions - AI-driven approaches are being utilized to match Chinese drug projects with international buyer needs, enhancing the likelihood of successful partnerships [15]. - The focus on AI and platform-based investments reflects a broader trend in biopharmaceutical investment strategies, emphasizing the importance of supply chain management capabilities [15].