公告显示，中恒集团拟通过公开征集受让方的方式协议转让公司2.47亿股股份（占莱美药业总股本的23.43%）。转让完成后，中恒集团不再直接持有公司股份，仅通过南宁中恒同德医药产业投资基金合伙企业（有限合伙）间接持有2144.78万股股份（占公司总股本2.03%）。①Guangxi Wuzhou Zhongheng Group plans to transfer the shares held directly by the company in Chongqing Lummy Pharmaceutical through public solicitation, which may lead to changes in the controlling shareholder and ultimate controller. ②The story of Guangxi Wuzhou Zhongheng Group investing in Lummy Pharmaceutical began in November 2019, and in April of the following year, it became the largest shareholder of Lummy Pharmaceutical. Since then, Guangxi State-owned Assets Supervision and Administration Commission became the ultimate controller of Lummy Pharmaceutical. ③In recent years, Lummy Pharmaceutical has been in a continuous state of loss.
Finance Liaison Service November 26 news (Reporter He Fan) In order to improve operational performance, Guangxi Wuzhou Zhongheng Group (600252.SH) plans to transfer the shares held by Lummy Pharmaceutical (300006.SZ) directly by public solicitation, which also means that the controlling shareholder and the ultimate controller may change. The story of Guangxi Wuzhou Zhongheng Group's investment in Lummy Pharmaceutical began in November 2019, and in April of the following year, it became the largest shareholder of Lummy Pharmaceutical. Since then, Guangxi State-owned Assets Supervision and Administration Commission has become the ultimate controller of Lummy Pharmaceutical, but in recent years, Lummy Pharmaceutical has been continuously in a state of loss.
Tonight, Lummy Pharmaceutical announced that the company has received a notification from the controlling shareholder, Guangxi Wuzhou Zhongheng Group, that the latter is planning to publicly solicit the transfer of the company's shares, which may result in changes to the controlling shareholder and ultimate controller of the company.
The announcement shows that Guangxi Wuzhou Zhongheng Group plans to transfer 0.247 billion shares of the company (23.43% of Lummy Pharmaceutical's total share capital) by way of agreement with the transferee through public solicitation. After the transfer is completed, Guangxi Wuzhou Zhongheng Group will no longer directly hold company shares, but will indirectly hold 21.4478 million shares of the company (2.03% of the total share capital) through the Nanning Zhongheng Tongde Medical Industry Investment Fund Partnership Enterprise (Limited Partnership).
At the same time, Guangxi Wuzhou Zhongheng Group has also issued an announcement regarding this matter, stating that it is uncertain whether the approval for this public solicitation transfer will be granted and the approval timeline is uncertain. There is uncertainty regarding the transferee of this transfer before the public solicitation transfer procedure is completed. If the public solicitation of shares is completed, Lummy Pharmaceutical will no longer be included in the company's consolidated financial statements, which is expected to have a certain impact on the company's performance.
Guangxi Wuzhou Zhongheng Group stated that the company plans to further optimize business layout at the strategic level, focusing on key areas such as cardiovascular and cerebrovascular diseases. In order to optimize the asset structure and improve the operational performance of Guangxi Wuzhou Zhongheng Group, the company plans to transfer the shares held by the company directly in Lummy Pharmaceutical by means of public solicitation to enhance overall operational efficiency.
The origin of the two parties can be traced back to five years ago, on November 25, 2019, when Guangxi Wuzhou Zhongheng Group and Lummy Pharmaceutical signed a "Strategic Cooperation Framework Agreement", acquiring the voting rights corresponding to the original major shareholder Qiu Yu's 22.71% shares, and finally obtaining controlling rights.
Lummy Pharmaceutical stated that through this cooperation, Guangxi Wuzhou Zhongheng Group introduced high-quality financial resources to support Lummy Pharmaceutical's continuous and steady development by further optimizing its credit and financing conditions, ensuring stable cash flow. Guangxi Wuzhou Zhongheng Group believes that by controlling Lummy Pharmaceutical, it will be beneficial to enhance its position in the biomedical industry. At the same time, Guangxi Wuzhou Zhongheng Group plans to introduce products and technologies in innovative fields of biomedicine such as cellular immunotherapy, tumor-targeted drugs, and proteomics into Guangxi, creating a related innovative pharmaceutical industry ecosystem cluster.
In March 2020, chongqing lummy pharmaceutical announced a private placement plan. According to subsequent announcements, guangxi wuzhou zhongheng group plans to subscribe to 0.95 billion yuan to purchase 0.211 billion shares of chongqing lummy pharmaceutical, with a subscription cost of 4.45 yuan per share. In April of the same year, guangxi wuzhou zhongheng group became the largest shareholder with the single largest voting rights in chongqing lummy pharmaceutical, and the actual controller of the company changed to Guangxi State-owned Assets Supervision and Administration Commission.
However, from 2020 to the present, chongqing lummy pharmaceutical has been in a loss-making state. According to the 2023 annual report, chongqing lummy pharmaceutical had a net loss of 8.9273 million yuan, and by the end of the first three quarters of this year, the company's losses had widened to 26.4167 million yuan.
