New Stock News | Yinuo Pharma Plans Hong Kong IPO China Securities Regulatory Commission Requires Supplemental Information on Whether Business Involves Restrictions on Foreign Access Negative List, etc.
10/01/2025
GMT Eight
On January 10, the China Securities Regulatory Commission announced the requirements for supplementary materials for overseas issuance and listing (from January 3, 2025 to January 9, 2025), which mentioned the requirement for Guangzhou Yinnuo Medicine to supplement explanations on whether its business involves restrictions or prohibitions on the negative list for foreign investment access, among other matters. According to the disclosure by the Hong Kong Stock Exchange on December 3, 2024, Guangzhou Yinnuo Medicine Group Co., Ltd. submitted an application for listing on the main board of the Hong Kong Stock Exchange, with CITIC SEC and CICC as the exclusive sponsors.
Specifically, the CSRC public notice stated that Yinnuo Medicine should supplement explanations on the following matters and have lawyers verify and provide clear legal opinions:
1. Regarding compliance matters, (1) your company and its subsidiaries are engaged in "pharmaceutical internet information services" and "medical research and development," so please explain whether your business is subject to restrictions or prohibitions on the negative list for foreign investment access considering innovative drug research and development, clinical trial activities, and the actual provision of pharmaceutical internet information services; and whether it will continue to meet the requirements for foreign investment access after this issuance and listing and "full circulation." (2) Whether there is data transfer overseas or provision of personal information to third parties in your company's drug research and development, clinical trials, etc., and explain the arrangements or measures for information and data protection before and after listing. (3) Whether your company's drug research and development and clinical trial activities require compliance with human genetic resources management related regulatory procedures and whether they comply with relevant provisions of the Regulations of the People's Republic of China on Human Genetic Resources Management, such as articles 7 and 21.
2. Regarding shareholding, (1) Please explain the basic information of the ultimate investors of Cowin China Fund who own more than 5% of shares according to the requirements of the "Guidelines for the Application of Regulatory Rules - Overseas Issuance and Listing No. 2: Guidelines for Contents and Formats of Filing Materials." (2) Please explain whether the shares held by the above shareholders involve aggregation calculation in combination with the relationship between Shenzhen Tunchang Weiye Asset Management Co., Ltd. and some shareholders of the issuer. (3) Please explain the progress of the state-owned shareholders in performing state-owned asset management procedures and whether there are substantial obstacles.
3. Regarding equity changes, (1) Please explain the reasonableness of the prices of new shareholders' investments within the past 12 months, the reasons for the differences between these investment prices, and whether there are abnormal situations in the consideration for the investments. (2) Please have lawyers provide conclusive opinions on whether the establishment of your company and all previous equity changes are legal and compliant.
4. Regarding equity incentive plans, your company has litigation related to equity incentives, so please explain the current progress of the litigation and provide conclusive opinions on the legality and compliance of the equity incentive plan and whether there are situations of benefit transfer.
5. Please provide detailed information on the A-share listing guidance filing and application from the past, as well as the specific plans and arrangements for A-share listing, and whether there are significant impacts on this issuance and listing.
6. Whether the shares held by shareholders participating in "full circulation" in this issuance are pledged, frozen, or subject to other disputes.
The prospectus shows that Yinnuo Medicine is the first company in Asia and the third company globally to advance original human GLP-1 receptor agonists to the registration approval stage. The company's core product, Erisu Paglupeptide (trade name: Yinuoqing), is about to enter the commercialization stage. Since its establishment in 2014, the company has been dedicated to researching and developing innovative therapies for diabetes and other metabolic diseases.
In terms of finances, in the years 2022, 2023, and the six months ending on June 30, 2024, Yinnuo Medicine's R&D expenditures were approximately RMB 267 million, RMB 492 million, and RMB 51.905 million respectively; during the same period, the company's annual losses were approximately RMB 301 million, RMB 733 million, and RMB 75.275 million respectively.