Securities code: 002099 securities abbreviation: Zhejiang Hisoar Pharmaceutical Co.Ltd(002099) Announcement No.: 2022-001
Zhejiang Hisoar Pharmaceutical Co.Ltd(002099)
Announcement on signing strategic cooperation agreement
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. The strategic cooperation agreement signed with Huayi Taikang is a framework agreement. The agreement is signed to establish a long-term, stable and close strategic partnership. The specific cooperation matters will be subject to the separately signed business contract.
2. This agreement is a strategic framework document for cooperation between both parties and does not involve specific amount. The signing of this Agreement does not have a significant impact on the company’s short-term financial status and operating results.
On December 31, 2021, Zhejiang Hisoar Pharmaceutical Co.Ltd(002099) (hereinafter referred to as “the company”) and Hainan Huayi Taikang Pharmaceutical Co., Ltd. (hereinafter referred to as “Huayi Taikang”) signed the strategic cooperation agreement. The two sides intend to carry out in-depth cooperation on the joint construction of cdmo service platform and customer development, Jointly provide global pharmaceutical enterprises with “intermediates – APIs – preparations” full cycle drug R & D and manufacturing services.
This agreement is a framework agreement and does not involve specific transaction amount. The signing of this Agreement does not involve related party transactions, nor does it constitute a major asset restructuring as stipulated in the administrative measures for major asset restructuring of listed companies. According to the Listing Rules of Shenzhen Stock Exchange and other laws and regulations, normative documents, articles of association and other relevant provisions, this item does not need to be submitted to the board of directors or the general meeting of shareholders for deliberation.
1、 Basic information of partners
1. Company name: Hainan Huayi Taikang Pharmaceutical Co., Ltd
2. Legal representative: Zhu Honggang
3. Enterprise type: other limited liability companies
4. Registered capital: 55574449 yuan
5. Registered address: west side of light steel structure standard industrial plant, building D, Haikou high tech Zone, No. 273, Nanhai Avenue, Haikou City
6. Unified social credit Code: 91460111557356207k
7. Business scope: production and sales of tablets, capsules, granules, dry suspensions, powders, oral solutions and ointments; Prescription design of pharmaceutical preparations; Drug analysis, quality inspection of raw materials and finished products; Screening of Western medicine, Chinese patent medicine and new compounds; R & D, transfer and consulting services of pharmaceutical technology; Purchase and sale of raw and auxiliary materials, packaging materials, chemical intermediates and materials for R & D of chromatographic column pharmaceutical preparations. (general business items shall be operated independently, and licensed business items shall be operated with relevant licenses or approval documents) (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments.)
8. The company holds 2% shares of Huayi Taikang and has no affiliated relationship with Huayi Taikang and other shareholders.
9. After inquiry, Huayi Taikang is not a dishonest executee and has good credit and performance ability. 2、 Main contents of the strategic cooperation agreement
Party A: Zhejiang Hisoar Pharmaceutical Co.Ltd(002099)
Party B: Hainan Huayi Taikang Pharmaceutical Co., Ltd
1. In combination with their current situation, future development plans and respective needs, Party A and Party B jointly build an international cdmo service platform driven by both APIs and preparations, give full play to the pharmaceutical process and technology advantages of all partners, and realize the two-way extension of APIs and preparations. The scope of cooperation includes but is not limited to the related R & D of APIs and preparations, technology undertaking, process development optimization, production verification, registration application outside China, etc.
2. Through their respective professional market R & D, production and marketing capabilities and experience, Party A and Party B jointly explore global cdmo project cooperation, recommend or share customers, create the most favorable conditions and treatment for each other’s cooperation, give priority to the other party as the API and preparation partner of their cdmo project, and are willing to provide production sites and follow-up CMO services for the cooperation project, Improve product market competitive advantage and anti risk ability.
3. The mode of cooperation between Party A and Party B is not exclusive, does not change their independent status, and undertakes business responsibilities in their own names.
4. This agreement is the framework document reached by Party A and Party B on the cooperation project. Both parties will also actively explore the cooperation field and cooperation mode. The project cooperation between both parties will be specified in the specific cooperation agreement finally signed by both parties.
5. Party A and Party B acknowledge and agree that in addition to the direct project cooperation between the two parties, both parties will actively promote the business activities of their invested and controlled subsidiaries within the framework of this agreement.
6. Party A and Party B agree to deepen personnel visits and communication for mutual cooperation, establish a normal liaison and coordination mechanism, enhance the level of information and resource sharing, and ensure smooth communication and joint progress.
7. This agreement is valid for 10 years.
3、 Impact on the company
Huayi Taikang is a comprehensive pharmaceutical enterprise integrating the R & D, production and export of high-end oral solid preparations. It has passed the GMP review of China nmpa and FDA for many times, and many preparation products have been listed and sold in China and the United States. Huayi Taikang has a characteristic R & D and manufacturing platform for sustained and controlled release preparations, has rich experience in China and the United States, and is committed to building a one-stop international cdmo service platform for preparations.
Through this strategic cooperation, the company and Huayi Taikang give full play to their respective resource advantages and core competitiveness, carry out all-round strategic cooperation in the R & D, production and customer expansion of APIs and preparations, jointly build an international cdmo service platform, and jointly provide global customers with the full cycle drug R & D, production and manufacturing services of “intermediates, APIs and preparations”. This cooperation can continuously enrich the company’s cdmo / CMO product pipeline, promote the optimization and upgrading of the company’s product structure, build product differentiated competitive advantages, and enhance the company’s core competitiveness in the pharmaceutical field, which is in line with the company’s strategic planning.
The signing of this Agreement does not have a significant impact on the company’s short-term financial status and operating results.
4、 Risk tips
1. The strategic cooperation agreement signed this time is a framework agreement, which is signed to establish a long-term, stable and close strategic partnership. The specific cooperation matters will be subject to the separately signed business contract. 2. The specific implementation content and progress of this Agreement are still uncertain. At that time, the company will perform corresponding procedures and information disclosure obligations according to the follow-up progress of relevant matters. Please pay attention to investment risks. It is hereby announced.
Zhejiang Hisoar Pharmaceutical Co.Ltd(002099) board of directors
January 4, 2022