Core Viewpoint - Beijing Sunshine Nuohe Pharmaceutical Research Co., Ltd. has disclosed the special verification opinions from Guolian Minsheng Securities regarding the restructuring inquiry from the Shanghai Stock Exchange, clarifying the rationality of the performance forecast and compensation arrangements for the acquisition of 100% equity in Langyan Life [1] Group 1: Acquisition Details - The company previously planned to acquire 100% equity in Langyan Life but terminated the deal due to unexpected price declines caused by centralized procurement policies [2] - The financial forecast for Langyan Life has been adjusted to be more cautious, with expected revenues of 4.67 billion yuan in 2025 and 8.50 billion yuan by 2030, alongside a net profit increase from 790 million yuan in 2025 to 1.46 billion yuan in 2030 [3] Group 2: Financial Performance - Langyan Life's revenue for 2024 is projected at 4.10 billion yuan, a slight decrease of 2.16% year-on-year, while the first half of 2025 shows a revenue increase of 12.03% year-on-year, reaching 2.30 billion yuan [2] - The sales volume of chemical preparation products has maintained over 34% growth for two consecutive years, with 28.52 million units sold in the first half of 2025 [2] Group 3: Industry Policy Impact - The 11th batch of centralized procurement policies is shifting industry competition from a focus on low prices to quality and sustainability, creating development space for technically advanced companies [4] - Langyan Life is focusing its R&D on new drugs and complex formulations, with significant revenue growth expected from new products [4] Group 4: Performance Compensation and Related Parties - The performance commitment period for the transaction is set from 2025 to 2028, with the controlling shareholder committing to compensation through shares and convertible bonds, with a cap on the compensation amount equal to the transaction price [5] - The related party relationships have been clarified, with the controlling shareholders holding a combined 45.97% stake in the target company, and commitments made to not transfer shares for 36 months post-transaction [5]

Core Points - The company has completed the change registration of its "Drug Production License" and obtained the new license from the Hunan Provincial Drug Administration [1] - The validity of the "Drug Production License" has been extended to October 16, 2030 [1][3] - The company has made several changes to its production lines and added new products to its production scope [1][3] License Change Details - The license validity has been extended from December 3, 2025, to October 16, 2030 [1] - The production address for the raw material drug (Ibandronate) has been updated to "Raw Material Drug Workshop (Workshop 101) B Area and E Area" [1] - The company has added the production of "Raw Material Drug (Benidipine Hydrochloride)" at the same production address [1] - The company has commissioned Tian Di Heng Yi Pharmaceutical Co., Ltd. to produce "Yuan Qi Bone Pain Tincture" with a validity until October 16, 2030 [1] - Additional commissioned production information has been included for two products: "Flurbiprofen Gel Patch" and "Compound Glycyrrhizin Tablets" [1] Production Scope and Impact - The production scope includes various forms of drugs such as powder injections, tablets, hard capsules, and raw materials [3] - The changes in the "Drug Production License" will not affect the company's existing production structure and will maintain stable production capacity [3] - The new license is not expected to have a significant impact on the company's current performance [3]