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 Viewpoint - Xinhua Pharmaceutical (000756) has received approval from the National Medical Products Administration for the registration certificate of Ivabradine Hydrochloride Tablets, indicating a significant advancement in its product portfolio [1] Group 1: Product Approval - The full subsidiary Shandong Zibo Xinda Pharmaceutical Co., Ltd. has been granted the drug registration certificate for Ivabradine Hydrochloride Tablets [1] - This medication is indicated for patients with chronic heart failure of NYHA II-IV class, who have sinus rhythm and a heart rate of ≥75 beats per minute, and is to be used in conjunction with standard treatments including beta-blockers or when beta-blockers are contraindicated or not tolerated [1] Group 2: Market Potential - The estimated sales revenue for Ivabradine Hydrochloride Tablets in urban public medical institutions in China is approximately 350 million yuan in 2024 [1]

Core Viewpoint - Sunshine Nuohua (688621.SH) plans to acquire 100% equity of Jiangsu Langyan Life Science Technology Co., Ltd. through share issuance and convertible bonds, marking a significant asset restructuring and related party transaction [2][3] Group 1: Transaction Details - The transaction involves a major asset restructuring and is classified as a related party transaction due to shared controlling shareholders and actual controllers [2] - Sunshine Nuohua's stock fell by 3.63% upon resumption of trading, with a market capitalization of 4.962 billion yuan [2] - The acquisition aims to enhance the company's profitability and risk resistance by extending its business into the CDMO (Contract Development and Manufacturing Organization) field, creating an integrated "CRO+CDMO" service platform [3] Group 2: Strategic Shift - The acquisition reflects a strategic shift for Sunshine Nuohua from being a service provider in drug research and development to becoming a research-driven pharmaceutical company [3][4] - The company has begun developing its own drug pipeline and is exploring new areas such as traditional Chinese medicine and pet pharmaceuticals [4] Group 3: Financial Performance - Sunshine Nuohua's revenue growth is projected at only 15.70% for 2024, the lowest in its history, with a decline in net profit for the first time [4] - In Q1 2025, the company reported an 8.49% decline in revenue to 231 million yuan and a 59.34% drop in net profit to 30 million yuan [4] - R&D expenses have increased significantly, with a 39.02% rise in 2024 and a 7.32% increase in Q1 2025 [4] Group 4: Acquisition Challenges - The previous acquisition attempt was withdrawn due to significant changes in market conditions, and Langyan Life's performance has deteriorated, with a projected revenue drop of approximately 24.65% in 2023 [6][8] - Langyan Life's revenue for 2023 is expected to be 465 million yuan, down from 617 million yuan in 2022, with net profit also declining [6][7] - The high valuation of Langyan Life during the previous acquisition attempt may not be sustainable given its current financial struggles [8][10]