Reporter Yan Guowen and Cao Xueping report from Beijing.
Photo by Yan Guowen of Beijing Xin Kaiyuan Company).
A few days ago, the listed company Tsingshan Paper (600103SH) issued a major litigation announcement of its holding subsidiary.
Due to a dispute over a technology development contract, Zhangzhou Shuixian Pharmaceutical Co., Ltd., a subsidiary of Tsingshan Paper, and its grandson, Zhangzhou Wuji Pharmaceutical Co., Ltd., sued CRO (Contract Research Organization) Beijing Xin Kaiyuan Pharmaceutical Technology Co., Ltd. (hereinafter referred to as "Beijing Xin Kaiyuan") and its parent company, Hainan Hua's Pharmaceutical Holding Group, hereinafter referred to as "Hainan Hua's Pharmaceutical"). The total amount involved in the case is 4674870,000 yuan.
Tsingshan Paper announced that Beijing Xinkaiyuan has difficulties in capital turnover, there are signs of deterioration in operation, and the progress of cooperative R&D projects is slow, and it is currently in a state of stagnation, and the R&D progress is lagging behind the contract. In order to protect the legitimate interests of the company, a lawsuit was filed.
It is understood that from 2019 to 2023, Beijing Xin Kaiyuan and Hainan Hua's Pharmaceutical have been on the list of the top 20 Chinese pharmaceutical CRO companies in related industries for many years.
On February 28, the reporter of "China Business Daily" came to Beijing Xin Kaiyuan Company located in Beijing Yizhuang Jinghai Industrial Park. The relevant person in charge of the administrative department of the company who received reporters said that at present, the company is operating normally, the employees are working normally, and the company is promoting the pilot project after the Spring Festival holiday. Business litigation disputes with relevant listed companies are a matter for decision-makers, who are not aware of the specific situation. The company's leaders held a meeting at the group headquarters and were temporarily unable to be interviewed.
has been on the list for many years".Top 20 Pharmaceutical CRO Enterprises in China"List
Founded in 2014, it is a national high-tech enterprise specializing in the research and development of high-end chemical generics, biological products, innovative drugs, antibody drugs and traditional Chinese medicines.
Beijing Xin Kaiyuan company has more than 700 R&D personnel. The core researchers are from Tsinghua University, Academy of Military Medical Sciences, Peking University Medical Center, China Pharmaceutical University, Shenyang Pharmaceutical University, University of London, Nagoya University, Harvard University, Albert Einstein College of Medicine and other well-known universities at home and abroad, specializing in clinical medicine, clinical pharmacy, traditional Chinese medicine, drug synthesis, pharmaceutical preparations, drug analysis and other fields. Previously, Beijing Xin Kaiyuan was also on the list of China's top 20 pharmaceutical R&D companies and China's top 10 pharmaceutical outsourcing companies selected by relevant well-known associations.
This time, Shuixian Pharmaceutical, a subsidiary of Tsingshan Paper, sued Beijing Xin Kaiyuan and Hainan Hua's Pharmaceutical, involving a total of 7 cases. The total amount involved is 4674870,000 yuan.
Tsingshan Paper announced that due to the difficulties in capital turnover of Beijing Xin Kaiyuan, there are signs of deterioration in operation, affected by this, Narcissus Pharmaceutical entrusted Beijing Xin Kaiyuan to develop 6 projects such as cleboroline ointment and 5 oral solid preparations, the work progress is slow, and it is currently in a state of stagnation, and the research and development progress is behind the contract. In addition, the remaining liquidated damages of 1 million yuan that Beijing Xin Kaiyuan should pay to Wuji Pharmaceutical have also been overdue.
Taking the first case, a technology contract dispute [agomelatine tablets (25mg) project], as an example, in June 2022, Shuixian Pharmaceutical and Beijing Xinkaiyuan signed the "Technology Development Contract" for the "Agomelatine Tablets (25mg) Technology Development" project, and since then, they have signed relevant supplementary agreements twice.
Tsingshan Paper announced that Beijing Xinkaiyuan's negligence in performing its contractual obligations had seriously violated the "Technology Development Contract" and the supplementary agreement signed between it and Shuixian Pharmaceutical, constituting a fundamental breach of contract. Narcissus Pharmaceutical has the right to terminate the Technology Development Contract and its supplementary agreement signed between the two parties in accordance with the contract and the provisions of the law, and require Beijing Xin Kaiyuan to return the money received and bear the losses caused to Narcissus Pharmaceutical. In addition, Hainan Hua's Pharmaceutical, as the guarantor of the joint and several liability of Beijing Xin Kaiyuan, shall be jointly and severally liable for the debts of Beijing Xin Kaiyuan. Therefore, Narcissus Pharmaceutical filed a related lawsuit.
Tianyancha data shows that since 2024, Beijing Xinkaiyuan has had a number of sales contract disputes and 32 labor contract dispute cases.
In a sales contract dispute case in which **Zhongjian Pharmaceutical*** was the plaintiff, Beijing Xin Kaiyuan and Hainan Hua's Pharmaceutical were executed with a subject amount of 118860,000 yuan. Among the 32 labor contract dispute cases, Beijing Xin Kaiyuan was the person subject to enforcement, and most of the enforcement targets in each case were tens of thousands of yuan.
It has an impact on the layout of Tsingshan Paper's pharmaceutical industry
Tsingshan Paper was listed in 1997 and is headquartered in Sanming City, Fujian Province, and its current business includes pulp, paper, paper product processing, medicine, forestry, etc. Paper-related business is the core business of Tsingshan Paper, and pharmaceutical business is also one of the businesses that Tsingshan Paper has been focusing on in recent years.
In 2022, Tsingshan Paper's operating income will be 29$2.1 billion. Among them, the operating income of paper, pulpboard, cardboard, cartons and other paper industries was 231.4 billion yuan, and the operating income of pharmaceutical products was 2$8.3 billion.
In the core business of the paper industry, the gross profit margin of paper products was 2143%, and the gross profit margin of pulp board products was 1376%, cardboard, carton gross profit margin of -342%。The gross profit margin of pharmaceutical products was 5391%。
Tsingshan Paper previously announced that the pharmaceutical industry is one of the leading industries of the company, which is a long-term important profit, and its performance has been stable for many years, but the pace of the industry is slow, and there are currently shortcomings in development. According to the requirements of Fujian Province to accelerate the high-quality development of the biomedical industry, Tsingshan Paper implements the strategy of "two-wheel driven development of pulp and paper and pharmaceutical".
In 2016, Tsingshan Paper raised 2.1 billion yuan through non-public issuance. 1.7 billion yuan was originally planned to be used for an annual output of 500,000 tons of food packaging base paper technical transformation project, and 400 million yuan was originally planned to supplement working capital.
Due to the slow progress of the industrialization of ultrasonic pulping technology, which has affected the progress of the fund-raising project, and the major changes in the competition pattern of the white cardboard industry, including food cards, in recent years, the scale of the original fund-raising project of Tsingshan Paper no longer has a competitive advantage, the project has been suspended, and the raised funds are idle.
On October 25, 2022, Tsingshan Paper decided to suspend the implementation of the original fund-raising project "Technical Transformation Project with an Annual Output of 500,000 Tons of Food Packaging Base Paper", and changed the fund-raising project to "Alkali ** Technical Transformation Project" (6800 million yuan) and increase the capital of Shuixian Pharmaceutical for the "expansion of Fengyoujing workshop and the construction of a new oral solid preparation workshop and a special medical food workshop project" (4900 million yuan), and at the same time, the remaining raised funds will be permanently replenished with liquidity (64.3 billion yuan).
The main products of Narcissus Pharmaceutical are wind oil essence, in-hode paste and flavor. Since 2018, Shuixian Pharmaceutical has cooperated with Beijing Xinkaiyuan, mainly in the hope of "opening up new ways of oral solid preparations for chemical drugs, so as to achieve development and growth, improve scale and strength".
However, the results of this pharmaceutical R&D outsourcing service cooperation are regrettable.
Regarding the financial impact of the lawsuit, Tsingshan Paper announced that due to the difficulties in capital turnover of Beijing Xin Kaiyuan, there are signs of deterioration in operation, the R&D project is stagnant and the R&D progress has not been substantially overdue as agreed in the contract, combined with the relevant materials received by Beijing Xin Kaiyuan that do not provide substantial safeguard measures, and at the same time, Shuixian Pharmaceutical comprehensively considers the possibility of R&D of alternative units, and it is expected that the loss rate of unfinished R&D projects will be about 20%-40%.
In addition, Tsingshan Paper announced that the above-mentioned R&D contract disputes of the subsidiary have an impact on the strategic planning and layout of the company's pharmaceutical industry, especially the implementation progress of the oral chemical drug plan project, to a certain extent. The company will urge its subsidiaries to continue to follow up, protect their rights through judicial means, and actively take countermeasures to promote the development of the pharmaceutical industry.
Editor: Cao Xueping Proofreader: Yan Jingning).