Core Insights - Haili Bio has reduced the acquisition price of 55% equity in Ruisheng Bio from 935 million yuan to 536 million yuan, with corresponding adjustments to performance commitments [1] - The adjusted profit commitments for 2025 and 2026 are set at 50 million yuan and 58 million yuan respectively, with a return of 399 million yuan expected from the transaction [1] - Ruisheng Bio's revenue for the first half of the year was 78.37 million yuan, with a net profit of 33.77 million yuan, both showing a decline year-on-year [1] Group 1 - The acquisition was completed in October last year, and the profit commitment for 2024 has already been met [1] - The valuation adjustment was initiated due to national policy impacts on the industry and tightening tax incentives, which affected the previously agreed equity value [1] - Ruisheng Bio's core products are natural calcined bone repair materials, and the company has faced a significant price drop in its oral product line, with a nearly 30% year-on-year decline in Q1 2025 and a 40% decline quarter-on-quarter in Q2 [1] Group 2 - Despite the performance decline, Ruisheng Bio remains an industry leader, with an increase in market share of approximately 6% to 7% for bone powder and bone membrane products compared to the same period last year [1] - The company has also submitted registration applications for two products in the first half of the year, indicating ongoing product development [1] - Haili Bio stated that the adjustment in valuation and price reduces investment costs and risks, while also mitigating the risk of failing to meet performance commitments, thereby protecting shareholder interests [1]

海利生物（603718）9月15日晚间公告，将瑞盛生物55%股权的收购价格由9.35亿元下调至5.36亿元，业 绩承诺相应调整。海利生物方面表示，在瑞盛生物出现经营业绩下滑的背景下，此举使得公司降低了投 资成本，控制了投资风险，有利于维护公司及全体股东的利益。 公告显示，海利生物收购瑞盛生物55%股权的价格由9.35亿元调整为5.36亿元，同时2025年度和2026年 度的扣非净利润承诺数分别调整为5000万元和5800万元。 这笔收购在去年10月份已经完成，瑞盛生物2024年度的净利润承诺数也已达成。在本次调整后，交易对 手将返还本次调整后的交易价格差额3.99亿元，同时预计也可以调减原收购瑞盛生物时形成的商誉。本 次调整事项尚需提交公司股东会审议。 同时，瑞盛生物原适用的税收优惠政策也出现收紧。瑞盛生物的主营产品以往可申请办理一般纳税人按 3%简易征收增值税，但目前已按税务要求改为一般计税方式即按13%的税率征收增值税。 行业整体处于"价格战"的环境中，作为行业龙头企业，瑞盛生物仍存在一定优势。半年报显示，一方 面，随着新基地的启用，发货量的增加推动瑞盛生物骨粉、骨膜综合市占率相比去年半年度提高了约 6% ...

Core Insights - The company, Haili Biological (603718.SH), reported a significant net profit increase of 172.28% in 2024, with non-recurring gains accounting for 93.82% of net profit, despite a revenue decline in Q1 2025 [2][5][8] - Haili Biological has transitioned from animal health products to human health products, leading to a substantial restructuring of its business model [2][9] Financial Performance - In 2024, Haili Biological's net profit reached approximately 1.71 billion yuan, with a notable increase attributed to asset disposals and acquisitions [4][5] - The company achieved an investment return exceeding 1 billion yuan from the sale of a 30% stake in WuXi Vaccines, which had previously generated low returns [5][6] - The sale of Yangling Jinhai at a nominal price of 1 yuan was a strategic move to eliminate ongoing losses, with the company recovering all debts owed by Yangling Jinhai [6][8] Asset Management - Haili Biological completed the acquisition of a 55% stake in Shaanxi Ruisheng Biotechnology, which is focused on oral tissue repair and regeneration materials, resulting in a goodwill of approximately 782 million yuan [9][10] - The company has prioritized finding quality projects in the oral and IVD sectors following the restructuring, although it acknowledges the challenges in identifying such opportunities [3][9] Market Dynamics - The oral vaccine market, particularly for foot-and-mouth disease, is facing increased competition and declining profitability, prompting Haili Biological to divest from Yangling Jinhai [7][8] - The revenue from Ruisheng Biotechnology in 2024 was approximately 265 million yuan, slightly below expectations, but the net profit exceeded targets [11]

Core Viewpoint - In 2024, Haili Biological (603718) underwent a significant strategic transformation by divesting long-term loss-making assets and acquiring the dental restoration materials company Ruisheng Biological, successfully shifting its focus to the human health sector. This transformation is reflected in a 172% year-on-year increase in net profit for 2024 and a turnaround to profitability in Q1 2025 with a net profit of 10.9 million yuan, a 393.11% increase year-on-year [1][2]. Group 1: Business Transformation - Haili Biological, originally established as a veterinary biological pharmaceutical factory, expanded into the human health sector in 2018 by acquiring IVD company Jiemen Biological, creating two main business segments: veterinary and IVD [2]. - The veterinary business faced continuous development pressure, leading to stagnant revenue since its IPO in 2015, which did not exceed 350 million yuan [2]. - In 2024, the company strategically adjusted its business layout by divesting loss-making veterinary assets and acquiring a 55% stake in Ruisheng Biological, focusing on high-tech dental restoration materials [2]. Group 2: Market Opportunity - Ruisheng Biological operates in a rapidly expanding market for dental implant restoration materials, benefiting from explosive demand and structural opportunities in China's dental healthcare market [3]. - Following the implementation of centralized procurement for dental implants in April 2023, the cost of a single dental implant dropped from tens of thousands to 4,000-6,000 yuan, stimulating demand [3]. - The dental implant market in China grew from approximately 27 billion yuan in 2022 to 38 billion yuan in 2023, with a projected growth to over 50 billion yuan in 2024 and 80 billion yuan by 2026 [3][4]. Group 3: Competitive Position - Ruisheng Biological has established a strong position in the domestic dental restoration materials market, with a market share that continues to rise and is accelerating the replacement of imported brands [5]. - The company’s bone repair products, made from bovine bone, and its collagen membranes have shown effective results in clinical applications, with a significant increase in sales volume [6]. - In 2023, Ruisheng Biological's bone powder sales grew by 138%, and in 2024, it is expected to continue growing by 61%, leading the market among domestic brands [6]. Group 4: Future Growth Potential - Ruisheng Biological is set to double its production capacity for bone powder from 800,000 bottles per year to 2 million bottles per year by 2025, with a 15% reduction in unit costs [6][7]. - The company is also expanding its collagen membrane production capacity and has achieved competitive pricing, winning bids in 95% of provinces under centralized procurement [7]. - Ruisheng Biological has committed to achieving a cumulative net profit of no less than 414 million yuan from 2024 to 2026, with 138 million yuan expected in 2024, indicating a feasible path to meet its performance commitments [7].