Withdrawing from Fosun Nanning and selling old Laimei factory: Zhongheng Group’s shrinking accounts
Well-informed and knowledgeable
2026.11.11 21:32
· From Beijing
Full text 2961 words
On the evening of November 10, Zhongheng Group (600252.SH) announced that its wholly-owned subsidiary Zhongheng Yixin plans to transfer its 34% stake in Fosun Pharma (Nanning) Co., Ltd. through public listing. The initial listing price will not be less than 11.1373 million yuan. After the transaction is completed, Zhongheng Yixin will no longer hold equity in Fosun Nanning.
This is the second asset listing disclosed by Zhongheng Group in the past month. On October 9, its holding subsidiary Laimei Pharmaceutical (300006.SZ) just listed the land and properties of its old factory in Chongqing on the Beibu Gulf Equity Exchange with a base price of 31.232 million yuan.
The absolute amounts of the two transactions are not high, but in the context of Zhongheng Group's performance in the first three quarters being under pressure and continuing to sort out existing assets, it is also a strategic signal - the liquidation of non-core assets is accelerating. The company is trying to hedge against the short-term pressure caused by the decline of its main business by revitalizing existing assets and reducing leverage.
An exit priced according to the terms of the contract
Fosun Nanning was established in February 2025 with a registered capital of 100 million yuan. The equity structure is that Shanghai Fosun Pharmaceutical Industry Development Co., Ltd., a subsidiary of Fosun Pharma (600196.SH), holds 51% of the shares, Zhongheng Yixin holds 34%, and Nanning Industrial Investment Uni-President Investment Group holds 15%. The registered address is at the Product Inspection Center of Zhongheng Nanning Pharmaceutical Industry Base. Its main business covers pharmaceutical circulation businesses such as drug wholesale, drug import and export, and medical device sales.
As a pharmaceutical wholesale business, this joint venture has been established for one and a half years, and is still in the business expansion cycle, with continuous financial losses.
In 2025, Fosun Nanning achieved annual revenue of 7.2345 million yuan and a net profit loss of 11.315 million yuan; revenue in the first half of 2026 was 8.9873 million yuan, which has exceeded the full-year revenue in 2025, and net profit continued to lose 7.3017 million yuan. As of the end of June 2026, the company's book net assets were only 11.3833 million yuan, a decrease of 39.1% from 18.685 million yuan at the end of 2025, with a cumulative loss of 18.6167 million yuan in one and a half years.
Converted based on the shareholding ratio, Zhongheng Yixin's corresponding share of net assets is approximately 3.8658 million yuan, and the evaluation value of some shareholders' equity given by a third-party evaluation agency is basically the same as this.
The lowest price listed this time did not anchor the evaluation results. The announcement made it clear that the pricing followed the higher principle of the purchase price agreed in the joint venture contract and the evaluation result. The purchase price calculated according to the joint venture contract was 11.1373 million yuan, which was 2.88 times the evaluation value. It was also higher than Zhongheng Yixin’s paid-in capital contribution of 10.2 million yuan. If the transaction is completed at the lowest price, this exit will have a significant premium compared to the share of net assets in the book.
From the perspective of the transaction path, according to the Company Law and the joint venture contract, other shareholders of the target company enjoy the right of first refusal under the same conditions.
Shanghai Fosun Pharmaceutical Industry, the controlling shareholder that currently holds 51% of the shares, has made it clear that it intends to exercise its right of first refusal, and Nanning Industrial Investment has chosen to give up its right of first refusal. Subject to compliance requirements for state-owned asset transfers, this equity transfer still needs to be publicly listed on the Beibu Gulf Equity Exchange to solicit interested parties. However, the probability that the controlling shareholder will eventually take over is high, leaving limited room for external market bidding. Overall, the transaction is small in size and its value is more at the strategic level.
The circulation business is closed, and the asset side is subtracted simultaneously.
Fosun Nanning's exit is a microcosm of Zhongheng Group's business structure adjustment in recent years, pointing to the general trend of continued closing of the pharmaceutical distribution sector.
The third quarterly report of 2026 intuitively reflects this trend. The financial report shows that the company achieved operating income of 1.001 billion yuan in the first three quarters, down 30.73% year-on-year; the net profit attributable to the parent company was a loss of 37.9859 million yuan, which turned into a loss from a profit of 23.4472 million yuan in the same period last year; a loss after non-net profit was 71.3447 million yuan, while there was still a loss of 4.7979 million yuan after non-net profit in the same period last year.
Breaking down the single-quarter performance, revenue in the third quarter was 276 million yuan, a year-on-year decrease of 33.33%, deducting non-losses of 31.22 million yuan; the current period relied on non-recurring gains and losses of 42.0372 million yuan to achieve a profit attributable to the parent company of 10.8174 million yuan. The company made it clear in its financial report that the core reason for the decline in revenue was the shrinking scale of its pharmaceutical sales and distribution business.
The pressure on the circulation business did not appear only this year. In March this year, Zhongheng Group conducted a comprehensive self-examination of its commercial businesses and determined that there was insufficient basis for using the gross method to recognize revenue for some businesses in the first three quarters of 2025. After completing the correction of early accounting errors, revenue in the first three quarters of 2025 was reduced from 1.948 billion yuan to 1.445 billion yuan, and the consolidated net profit during the same period was adjusted to a loss of 11.1542 million yuan.
Behind the loss attributable to the parent company, non-recurring gains and losses of RMB 33.3587 million formed a profit buffer, mainly from gains from the disposal of non-current assets of RMB 6.465 million and gains from changes in the fair value of financial assets and disposal gains. The latter are listed on a pre-tax basis, and are included in the total after deducting income tax and the effects of minority shareholders' gains and losses. Stripping away this part of the one-time income, the non-deduction loss of 71.3447 million yuan is closer to the true level of the main business.
This correction involves not only the scale of revenue, but also the lack of basis for confirmation based on the total amount method, which points to the dual pressures on the business substance and profitability quality of the circulation business. Following this clue, the withdrawal of Fosun Nanning's equity participation means that the contraction of circulation business has extended from the scope of consolidation to equity participation projects, and non-core circulation assets are gradually being liquidated.
The same sorting out of existing assets also occurred in its holding subsidiary Laimei Pharmaceutical.
In October, Laimei Pharmaceutical announced the sale of the old factory land and above-ground buildings at No. 8 Yueji Road, Nan'an District, Chongqing. The listing price was 31.232 million yuan, compared with the net book value of 3.8248 million yuan, and the estimated value increase was 716.57%.
The factory was built in 2003. Currently, part of the factory is rented out and part is used for solid preparation production. Subsequent production will gradually be moved to the new preparation factory in Chayuan. The transaction has additional conditions, and the transferee needs to undertake all existing lease contracts to ensure the normal production of Laimei Pharmaceutical before the relocation is completed. If the transaction is finally completed at the assessed reserve price, the transaction is expected to contribute approximately 20.8422 million yuan to net profit.
Judging from the debt repayment arrangement of this asset disposal fund, the underlying assets have been mortgaged to Shanghai Pudong Development Bank Chongqing Branch, with a corresponding credit line of 80 million yuan and a current loan balance of 70 million yuan, which will expire on January 31, 2027. According to the announcement, funds from the sale of the factory will be used first to pay off corresponding debts or replace collateral, and the delivery can only be completed after the release of the mortgage is completed.
On the one hand, it is withdrawing from the circulating equity and on the other hand, it is disposing of idle industrial properties. The two actions point in the same direction - Zhongheng Group is systematically revitalizing its stock and optimizing its asset and liability structure.
The third quarterly financial data confirms this change. As of the end of the third quarter, the company's short-term borrowings dropped from 1.075 billion yuan at the beginning of the year to 552 million yuan, and long-term borrowings dropped from 468 million yuan to 161 million yuan. Adding non-current liabilities and lease liabilities due within one year, the overall interest-bearing liabilities were compressed from 1.768 billion yuan to 746 million yuan; the asset-liability ratio dropped from 33.01% at the beginning of the year to 24.96%, and leverage continued to decline.
Les Mills’ imagination space and main business gap
The other side of the continued shrinkage of non-core assets is that Zhongheng Group is focusing on its main pharmaceutical business, and this focus is still on its holding GEM company Laimei Pharmaceutical.
As a pharmaceutical listing platform under Guangxi State-owned Assets, Zhongheng Group acquired Laimei Pharmaceutical in 2020 through a combination of voting rights entrustment and share transfer. The original intention was to fill the shortcomings of specialty specialty drugs and innovative pipelines and improve the pharmaceutical business layout.
However, after taking ownership, Laimei Pharmaceutical's performance has been lower than expected for a long time. It has suffered losses for seven consecutive years since 2019, with a cumulative loss of more than 800 million yuan. Revenue continues to shrink, which has long been a drag on Zhongheng Group's profit statement.
In December 2024, Zhongheng Group had planned to transfer its 23.43% stake in Laimei Pharmaceuticals through a public solicitation of transferees at a price of no less than 4.42 yuan per share. After the solicitation period, the company suspended the transfer on the grounds that the interested parties were unable to complete due diligence.
The market's expectations for Laimei Pharmaceutical come from the nanocarbon iron suspension injection of its holding subsidiary Yingrui Pharmaceutical. This drug relies on inducing ferroptosis in cancer cells to exert its efficacy. The overall disease control rate of 18 subjects in the Phase I clinical trial reached 84.2%. The combined radiotherapy regimen has been advanced to Phase II clinical trials.
The secondary market has become very popular around this drug under development. Many market opinions believe that nanocarbon carriers have platform potential and can carry various active substances such as chemotherapy and immune regulation in the future. Driven by pipeline expectations, Laimi Pharmaceutical's stock price fluctuated violently during the year, and its market value once exceeded 10 billion yuan. Laimei Pharmaceutical also issued a risk announcement in response to changes in stock prices, suggesting that there are major uncertainties in the subsequent research and development, approval, and commercialization of the pipeline.
Returning to the fundamentals, Laimei Pharmaceutical's revenue in the first three quarters fell by 9.58% year-on-year, with a net profit loss attributable to the parent company of 30.68 million yuan, and a non-net profit loss of 39.84 million yuan. The company's various expenses shrank simultaneously. In the first three quarters, R&D expenses were 58.7635 million yuan, a year-on-year decrease of 25.44%; sales expenses decreased by 29.53%, and administrative expenses decreased by 9.05%. (This article was first published on Titanium Media App, written by Jianwen Qianguan, author Cao Sanjin)
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