On the evening of January 28, Mindray Medical issued an announcementIt is planned to acquire Huitai Medical 21. through its wholly-owned subsidiary, Shenzhen Mindray Technology Holding Co., Ltd12% equity interest, the transfer amount is 665.2 billion yuan. Based on the average stock price in the past month, Mindray's acquisition premium is about 2768%。
In addition, Mindray's subsidiary will also acquire all of Zhuhai Tongsheng held by Chenyi Hongqi12% of the general partnership interest, Zhuhai Tongsheng holds 349% of the shares. That's itMindray will hold a total of 2461% of the shares, becoming the largest shareholder and controlling shareholder of Huitai Medical.
Mindray said that after the completion of the transaction, the actual controller of Huitai Medical will be transformed into Mindray's two founders, Li Xiting and Xu Hang. Cheng Zhenghui, the actual controller of the original company, promised to receive all the share transfer price from the date of receiptVoluntary, permanent and irrevocable renunciation of voting rights in 10% of the shares of Huitai Medical.
In the announcement, Mindray also promised to ensure the independence of Huitai Medical in terms of personnel, assets, finance, organization and business, and completely separate it from other subsidiaries controlled by Mindray.
This takeover of a controlling stake by a listed company by a listed company has become imperative.
Layout electrophysiology
Mindray's motivation for acquiring Huitai is "firmly optimistic about the market development trend of cardiovascular products such as electrophysiology".
Huitai Medical is a leading enterprise in the cardiovascular field in China. In the field of electrophysiology, Huitai Medical's electrophysiology electrode catheter, controllable radiofrequency ablation catheter and floating temporary pacing electrode catheter approved for marketing in 2020 are all availableThe first approved domestic product. With the completion of this acquisition, Mindray officially entered the electrophysiology market.
The domestic electrophysiology market is in a period of development. In 2022, the market size of China's electrophysiology devices will exceed 8 billion yuan. Domestic electrophysiology manufacturers started late, mainly monopolized by Johnson & Johnson, Abbott, and Medtronic foreign-funded enterprises, accounting for about ninety percent. In 2021, Huitai Medical's HT-9000 was launched, breaking the import monopoly of the 3D cardiac electrophysiology mapping system.
In October 2022, centralized procurement was opened to electrophysiology for the first time, and the Fujian Medical Insurance Bureau led 27 provinces and cities to launch alliance centralized procurement, with an average decrease of 4935%。In recent years, under the influence of centralized procurement, there has been a certain trend of domestic substitution in the domestic electrophysiology market. According to the data, in 2022, Johnson & Johnson's market share in China's electrophysiology market will reach 43%, and the market share of Huitai Medical and Micro Electrophysiology will reach 36% and 32%，It is only a fraction of foreign companies, but it is already the head among domestic manufacturers.
At present, domestic manufacturers represented by Huitai Medical are still catching up with the technology gap, and some manufacturers have laid out newer pulse ablation technology. In December 2023, Jinjiang Electronics' cardiac pulsed electric field products were approved for marketing in China. In February last year, Huitai Medical's pulsed electric field ablation device completed all patient enrollment in pre-market clinical trials.
Therefore, with the use of Huitai Medical, Mindray's own product line can be enriched.
The risk of resistance to crackdowns has been strengthened
In the past few years, Mindray has been expanding its layout. In 2021, Mindray won with 5€4.5 billion acquisition of chemiluminescence raw materials company Haipeptide Biologics; In July 2023, it ended with 1Acquired a 75% stake in Desay Diagnostics for 1.5 billion euros to strengthen its strength in the field of in vitro diagnostics. The acquisition of Huitai hopes to form a new pattern of "Mindray medical equipment + Huitai medical consumables".
Open up new export markets for domestic medical devicesTherefore, the combination of Mindray and Huitai is a win-win situation. In recent years, Mindray has rapidly expanded into overseas markets, with 53 overseas subsidiaries in about 40 countries in North America, Europe, Asia, Africa, Latin America and other regions. On January 16, Mindray also won a five-year order from Wakemed, a medical institution in the United States, involving 2,300 monitoring devices.
The proportion of Huitai Medical's overseas business is not too high, accounting for about 11% of overseas revenue in 2022, and Huitai can use Mindray's springboard to complete overseas sales. In the complex international situation, having a richer product line allows Mindray and Huitai to advance and retreat.
As of the third quarter of 2023, Mindray achieved a net profit of 983.4 billion yuan, an increase of 21 over the same period last year38%, and there is still 165 cash on the account3.6 billion yuan, it is more than enough to buy Huitai Medical; Huitai Medical can also create a stable incomeAs of September 2023, 12The revenue of 1.4 billion yuan and the net profit of 400 million yuan have exceeded the performance of the whole year of 2022It is expected that the company's net profit attributable to the parent company will reach 5 in 2023100 million to 56.5 billion yuan, an increase of 42 percent year-on-year45% to 5781%。
It is rare for a listed company to acquire a listed company. The last one was the merger of Weining Health, a leading domestic medical information company, and Huikang, a start-up company, but in the end, the two did not negotiate.
According to Mindray, the equity transfer is subject to the approval of the Anti-Monopoly Bureau of the State Administration for Market Regulation on the concentration of undertakings involved, as well as the consent of the Shanghai Stock Exchange. Concentration of undertakings refers to the acquisition of equity and assets by undertakings to obtain control over other undertakings, and it is necessary to declare in advance to meet the reporting standards. The anti-monopoly law enforcement agency will review and decide whether to grant the approval or prohibit or impose restrictive conditions.
In the field of medicine, when Simcere Pharmaceutical acquired Beijing Tobixi Pharmaceutical, it may control the market for batrienzyme injection injection due to the acquisitionThe State Administration for Market Regulation decided to attach restrictive conditions to the approval. However, it is rare for an outright prohibition or additional restrictive condition to be granted.
Written by丨Yang Xixia.
Edited by Jiang Yun Jia Ting.
Operated by Han Jinrui.
Photo source: Visual China.
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