以下文章来源于无冕财经 ，作者无冕财经团队 无冕财经 . 奉守"专业主义，内容为王"，为优质的商业阅读而生。多次获评"年度财经自媒体"，入选胡润百富"广 州最值得投资的企业"榜单50强，广州市新阶联自媒体分会副会长单位，入驻全网20多个平台，覆盖 1000万+商务人群，中国财经新媒体的中坚力量之一。 "神药"还不确定能重新上市。 作者：杨一轩 编辑：陈涧 千亿"复星系"的一笔收购，引来一片质疑之声。 12月23日晚间，郭广昌控股的复星医药（600196.SH），发出上万字公告，详细回复上交所 对于其收购绿谷医药的问询。 来源：无冕财经 ▲ 绿谷医药针对上交所问询进行回复。 在此前一周，复星医药宣布拟耗资14.12亿元，控股收购绿谷医药，市场哗然。复星医药的股 价应声下滑，近几日跌多涨少。 绿谷医药的全部价值，系于阿尔茨海默病药品甘露特钠胶囊（俗称"九期一"），但因为注册证 到期，该药品已经停止生产。绿谷医药也陷入亏损，净资产仅为约1000万。 复星医药买下的这家公司，资产价值不足收购款的百分之一，更何况，九期一虽贵为"神药"， 但学界质疑声不断。 凡此种种，让这笔收购被放置在聚光灯下，连监管也出面要求说明情况 ...

红星资本局12月23日消息 12月22日晚，复星医药（600196.SH；02196.HK）发布公告，回复上交所下发 的监管工作函。 关于对绿谷（上海）医药科技有限公司（以下简称"绿谷医药"）的投资事项，复星医药回应了具体交易 方式、阿尔茨海默病（AD）药物甘露特钠胶囊（商品名"九期一"）临床进展及后续整合等问题。 炒股就看金麒麟分析师研报，权威，专业，及时，全面，助您挖掘潜力主题机会！ 截图自绿谷医药官网 12月15日，复星医药宣布控股子公司复星医药产业拟出资14.12亿元控股投资绿谷医药，意在将绿谷医 药核心药品甘露特钠胶囊纳入公司创新药品管线，完善阿尔茨海默病领域布局。 这笔高达14亿元的交易引发投资者热议，甚至一度"带崩"公司股价。12月16日，复星医药A股下跌 4.22%，港股下跌5.81%。 资料显示，甘露特钠胶囊曾于2019年11月获国家药监局有条件批准上市，用于轻度至中度阿尔茨海默病 治疗，成为继2002年美金刚（治疗中重度至重度阿尔茨海默型痴呆）获批上市后，全球首个获批上市的 AD治疗药物。 但是，甘露特钠胶囊自获批以来疗效问题饱受市场争议。原首都医科大学校长饶毅曾多次发文质疑相关 研究的真 ...

Core Viewpoint - Fosun Pharma is acquiring a controlling stake in Green Valley Pharmaceutical for approximately 14.12 billion RMB, despite the core product, Manzamine Sodium Capsule, being off the market due to regulatory issues. The acquisition has raised concerns in the capital market regarding the timeline for the product's return to commercialization [2][3][4]. Group 1: Acquisition Details - The acquisition will be executed through a combination of stock transfer and subscription to new registered capital, resulting in Fosun Pharma holding 51% of Green Valley Pharmaceutical [4]. - The payment for the acquisition will be made in installments, with an initial payment of 635 million RMB at the time of closing, and the remaining amount contingent on the progress of Green Valley's research and development [4]. - Green Valley's founder will pledge 10% of the company's shares post-acquisition to mitigate potential risks [4]. Group 2: Clinical Trial and Product Timeline - The revised post-marketing confirmatory clinical trial for Manzamine Sodium Capsule has been approved, with full enrollment expected by the end of 2027 and data readout in early 2029 [2][7]. - The product has been off the market since November 2024 due to the expiration of its registration certificate and will require successful completion of the clinical trial and regulatory approval before resuming sales [7][8]. Group 3: Financial and Compliance Status - Green Valley Pharmaceutical has faced regulatory scrutiny, including a 400,000 RMB fine for improper promotional practices, but this has not significantly impacted its operations [9][10]. - An audit revealed no hidden large debts or misuse of funds within Green Valley, indicating a stable financial position prior to the acquisition [10][12]. - As of September 30, 2025, Green Valley's assets and liabilities were 806 million RMB and 795 million RMB, respectively, which have a limited impact on Fosun Pharma's overall financial structure [12]. Group 4: Market Competition and Future Risks - The market for Alzheimer's treatments is competitive, with six other drugs already approved, which may affect the sales performance of Manzamine Sodium Capsule upon its return to the market [8]. - The timeline for the product's re-commercialization has been extended to around 2029, raising concerns about market dynamics and reimbursement conditions at that time [8].

Core Viewpoint - Fosun Pharma is acquiring a controlling stake in Green Valley Pharmaceutical for approximately RMB 1.412 billion, aiming to integrate its core drug GV-971 into its innovative drug pipeline for Alzheimer's disease treatment [1][2]. Group 1: Acquisition Details - The acquisition involves a combination of "transferring existing equity + subscribing to new registered capital," with Fosun Pharma set to hold 51% of Green Valley's shares [2]. - The total transaction amount of RMB 1.269 billion will be paid in installments, with the first payment of RMB 635 million made on the closing date, and the remaining RMB 634 million to be paid within three years based on the company's R&D progress [2][3]. - The founder-controlled entity of Green Valley will pledge 10% of the company's shares post-acquisition to provide guarantees against potential risks [2]. Group 2: Clinical Trial and Product Development - The acquisition will provide necessary funding for the clinical trials of GV-971 and support its commercialization, including clinical operations, registration, and marketing [3]. - The clinical trial design for GV-971 has been revised to extend the double-blind medication period from 36 weeks to 48 weeks and increase the sample size from 1,312 to 1,950 participants, in accordance with the latest guidelines from the National Medical Products Administration [3][4]. - As of December 15, 2025, 580 participants have been enrolled in the clinical study, with completion of enrollment expected by the end of 2027 and data readout anticipated in early 2029 [4]. Group 3: Strategic Positioning - Fosun Pharma has been focusing on the central nervous system degenerative disease sector, enhancing its product portfolio with a collaborative innovation model that includes both drugs and devices [4][5]. - This acquisition represents a strategic move to address unmet clinical needs in the treatment of Alzheimer's disease, further enriching the company's innovative product pipeline and market positioning [5].

绿谷医药的核心药品是甘露特钠胶囊（业内俗称"971""九期一"）。此次收购后，甘露特钠胶囊将纳入 复星医药创新药品管线。作为国产抗阿尔茨海默病药，"九期一"是自2003年以来全球第一个被批准的治 疗阿尔茨海默病新药。2019年11月，国家药品监督管理局有条件批准用于轻度至中度阿尔茨海默病，改 善患者认知功能的"九期一"上市注册，填补了全球这一领域17年无新药上市的空白。 因"九期一"的上市获批为附条件批准，国家药品监督管理局因此要求绿谷在上市后持续开展药理机制研 究及长期安全性、有效性研究，同时完善寡糖的分析方法，并按期提交相关试验数据。据公开信息，绿 谷于2024年5月启动向国家药监局递交材料的工作，申请新的药品许可批件。同年10月，监管部门提出 补充材料的要求。 来源：环球网 12月16日，上交所就复星医药对外投资绿谷（上海）医药科技有限公司（以下简称"绿谷医药"）相关事 项下发监管工作函。处理事由是关于复星医药对外投资绿谷医药相关事项，涉及对象是上市公司。此次 监管工作函的具体内容并未披露。 | | | | 代码 / 简称 / 关键词 | | Q | | --- | --- | --- | --- | ...

停产危机后，九期一将易主复星医药。 12月16日，复星医药抛出一则让医药圈震动的消息，控股子公司复星医药产业拟出资约14.12亿元控股 收购绿谷医药，从而将绿谷医药核心产品甘露特钠胶囊（商品名："九期一"）收入囊中。 阿尔茨海默病（AD）有医药研发"死亡谷"之称。而2019年获批的九期一正是一款AD的治疗药物，曾被 市场寄予厚望，被认为填补了阿尔茨海默病领域17年无新药上市的空白。不过，随着九期一再注册申请 未获批准，目前该药物已停产（商业化）。由于停销核心产品，绿谷医药今年前三季度净利已出现亏 损。截至9月30日，绿谷医药净资产仅为1036万元。 复星医药相关负责人表示，此次14.12亿元的交易对价，主要是用于九期一后续的研发与临床试验。此 次收购完成后，将持续有序推进该药品的上市后确证性临床试验，以使该药品尽快获得国家药品审评部 门批准。 将控股绿谷医药 复星医药最新公告显示，控股子公司复星医药产业拟出资共计14.12亿元控股投资绿谷医药。其中，复 星医药产业拟出资1.43亿元受让转让方合计持有的标的公司2015万元注册资本。同时，复星医药产业拟 出资12.69亿元认缴标的公司约2.01亿元新增注册资本。 ...

Core Viewpoint - Shanghai Fosun Pharmaceutical plans to invest approximately 1.412 billion yuan to acquire a controlling stake in Green Valley (Shanghai) Pharmaceutical Technology, making it a subsidiary and integrating its core drug, Manluo Sodium Capsule, into Fosun's innovative drug pipeline [1] Group 1: Acquisition Details - The acquisition will allow Fosun Pharmaceutical to control Green Valley Pharmaceutical, with the core product, Manluo Sodium Capsule (marketed as "Jiuqi Yi"), being included in its innovative drug pipeline [1] - Following the announcement, there has been significant market attention and investor concern regarding the efficacy and value of "Jiuqi Yi" in relation to the acquisition price of 1.412 billion yuan [1] Group 2: Product Background - "Jiuqi Yi" was conditionally approved for sale in November 2019 for treating mild to moderate Alzheimer's disease and is the first drug targeting the gut-brain axis mechanism for this condition [2] - The drug's registration certificate will expire in November 2024, and the National Medical Products Administration has not approved its re-registration application, leading to a halt in production and sales after existing inventory is depleted [2] - The drug's mechanism, which involves adjusting gut microbiota rather than directly acting on the brain, has been a subject of controversy, raising questions about its clinical data support [2] Group 3: Clinical Trial and Market Response - A clinical trial published in March 2021 indicated that "Jiuqi Yi" showed significant cognitive improvement in patients with mild to moderate Alzheimer's, particularly in moderate cases [3] - Despite the controversy, some patients have expressed positive feedback about "Jiuqi Yi," with many requesting continued access to the drug after its production halt [2][3] - Fosun Pharmaceutical aims to conduct post-marketing confirmatory clinical trials for "Jiuqi Yi" to seek approval, with ongoing efforts to advance these studies [3] Group 4: Strategic Implications - The acquisition is part of Fosun Pharmaceutical's strategy to enhance its portfolio in the neurodegenerative disease sector, which includes a combination of drugs and devices for treatment [4] - The company emphasizes the significant clinical demand in the neurodegenerative disease field and is committed to supporting the confirmatory clinical research for Manluo Sodium Capsule [4]

Core Viewpoint - Fosun Pharma is set to acquire a controlling stake in Green Valley Pharmaceutical for approximately 1.412 billion yuan, aiming to advance the development of the Alzheimer's drug, Ganluo Sodium Capsule, which has faced regulatory challenges and halted production [1][3][6]. Group 1: Acquisition Details - Fosun Pharma's subsidiary plans to invest 1.43 billion yuan to acquire existing shares and 12.69 billion yuan for new capital, resulting in a 53% ownership stake in Green Valley [3][8]. - The acquisition is structured to address existing employee stock incentive plans and involves a transfer of shares at minimal cost to facilitate the deal [3][8]. Group 2: Product Background - Ganluo Sodium Capsule, approved in 2019 for treating mild to moderate Alzheimer's disease, has been recognized for its potential to improve cognitive function but has faced setbacks in commercial production due to regulatory issues [4][6]. - The drug's commercial production has ceased, and Green Valley reported a net loss of 6.761 million yuan in the first three quarters of the year, with total liabilities reaching 795 million yuan [7][8]. Group 3: Market Potential and Strategy - The Alzheimer's treatment market presents significant growth opportunities, with global sales projected at approximately 2.094 billion USD in 2024, while the Chinese market is expected to reach 1.244 billion yuan [10]. - Fosun Pharma aims to leverage this acquisition to enhance its product pipeline in the central nervous system treatment sector, addressing unmet clinical needs and expanding its market presence [11][13]. Group 4: Clinical Development Focus - The success of the acquisition hinges on the completion of confirmatory clinical trials for Ganluo Sodium Capsule, which are essential for regulatory approval and market re-entry [9][12]. - Fosun Pharma plans to conduct international multi-center studies to bolster the drug's academic credibility and support future market access [9][12].

Core Viewpoint - Fosun Pharma announced a strategic investment to acquire a controlling stake in Green Valley Pharmaceutical, investing approximately RMB 1.412 billion, which is seen as a high-risk bet in the Alzheimer's disease (AD) drug market [1][4]. Group 1: Transaction Details - The acquisition involves purchasing existing shares from current shareholders and subscribing to new registered capital, resulting in Fosun holding 51% of Green Valley [4]. - Fosun will pay RMB 143 million for existing shares and RMB 1.269 billion for new capital, primarily to support clinical research and daily operations [4]. - Green Valley is currently in a difficult financial position, with total assets of RMB 806 million and liabilities of RMB 795 million, leading to owner equity of only RMB 10.36 million [4]. Group 2: Product Focus - The key asset in this transaction is the controversial Alzheimer's drug, Ganluotena Capsules (marketed as "Jiuyiqi"), which has been halted due to regulatory issues [4][5]. - "Jiuyiqi" was conditionally approved in 2019 and had a significant market presence, benefiting over 500,000 patients after being included in medical insurance [5]. - The drug's unique mechanism has faced skepticism, and its clinical trials were prematurely terminated due to funding issues [5]. Group 3: Market Context - The AD market in China shows a significant unmet need, with nearly 17 million patients and a 242.5% increase in incidence from 1990 to 2021, indicating substantial growth potential [5][6]. - Fosun's existing portfolio includes other CNS assets, and "Jiuyiqi" could fill a gap in treatments for moderate AD patients, potentially creating an integrated diagnostic and therapeutic model [6]. Group 4: Strategic Implications - The transaction is viewed as a "low-cost acquisition," with Green Valley's total equity valued at RMB 1.674 billion, allowing Fosun to gain control at a significantly lower cost than previous investments [6]. - Fosun's management emphasizes the importance of addressing clinical needs in the CNS field and the potential for breakthroughs in AD drug development [6]. Group 5: Future Considerations - The success of this investment hinges on the ability to complete necessary post-marketing clinical trials and secure regulatory approvals for the drug's re-commercialization [6][7]. - The competitive landscape for AD treatments is intensifying, with international drugs gaining approval and recognition, posing challenges for "Jiuyiqi" to regain trust [7]. - The financial burden of Green Valley's liabilities will test Fosun's financial management capabilities [7].

Core Viewpoint - Fosun Pharma announced a controlling acquisition of Green Valley Pharmaceutical for approximately RMB 1.412 billion, aiming to enhance its product pipeline in the treatment of Alzheimer's disease with the controversial drug, Ganluo Sodium Capsule [1][2]. Group 1: Acquisition Details - The acquisition will result in Fosun Pharma holding 53% of Green Valley's shares through its subsidiary and a special purpose vehicle (SPV) [2]. - The investment consists of three parts: RMB 143 million for existing capital, RMB 1.269 billion for new capital, and arrangements for employee stock buybacks [1][2]. - Green Valley's net profit for the first three quarters of this year was -RMB 67.61 million, indicating financial challenges [1]. Group 2: Product and Market Context - Ganluo Sodium Capsule, approved for mild to moderate Alzheimer's disease, has faced commercial production challenges due to the expiration of its registration certificate in November 2024 [1][4]. - The drug's sales had been growing steadily since its conditional approval in November 2019 and inclusion in the national medical insurance directory in 2021, with projected revenues of RMB 5.72 billion and net profits of RMB 70.77 million in 2024 [2]. - However, due to the production halt, Green Valley's revenue is expected to decline significantly, with only RMB 1.02 billion in revenue and a net loss of RMB 67.61 million reported for the first three quarters of this year [2]. Group 3: Financial and Operational Insights - As of September 30, 2025, Green Valley's total assets were RMB 806 million, with liabilities of RMB 795 million, indicating a precarious financial position [3]. - The estimated equity value of Green Valley is RMB 1.674 billion based on market valuation methods [3]. - Fosun Pharma aims to leverage this acquisition to strengthen its portfolio in neurodegenerative disease treatments, enhancing its market presence [3]. Group 4: Regulatory and Clinical Trial Challenges - Ganluo Sodium Capsule's unique mechanism of action has been met with skepticism, complicating its clinical validation process [4]. - Regulatory challenges have arisen due to the failure to complete post-marketing confirmatory clinical trials, which are necessary for the drug's continued approval [4]. - Fosun Pharma plans to advance these clinical trials post-acquisition to secure necessary approvals and potentially initiate international multi-center studies [4].