JOINN(603127)2020-04-12 16:00Dividend and Capital Reserve Distribution - The company plans to distribute a cash dividend of 3.4 yuan per 10 shares and issue a capital reserve of 4 shares per 10 shares[4] - In 2019, the company distributed a cash dividend of RMB 54,983,752.8, accounting for 30.82% of the net profit attributable to ordinary shareholders[105] - In 2018, the cash dividend amounted to RMB 34,498,380, representing 31.82% of the net profit attributable to ordinary shareholders[105] - In 2017, the cash dividend was RMB 24,641,700, which was 32.23% of the net profit attributable to ordinary shareholders[105] Corporate Governance and Shareholder Commitments - The company has no non-operational fund occupation by controlling shareholders or related parties[4] - The company has no violations of decision-making procedures for external guarantees[4] - The company's controlling shareholders, Feng Yuxia and Zhou Zhiwen, committed to avoiding同业竞争 and have strictly adhered to this commitment since August 25, 2017[107] - Feng Yuxia and Zhou Zhiwen pledged not to transfer or entrust others to manage their shares for 36 months following the company's listing[107] - 28 other shareholders, including Zuo Conglin and Sun Yunxia, also committed to not transferring or entrusting others to manage their shares for 36 months post-listing[108] - Directors, supervisors, and senior management are restricted from transferring more than 25% of their directly or indirectly held shares annually after the lock-up period[108] - Senior management and directors are required to maintain a减持 price not lower than the IPO price for two years post-lock-up[108] - Feng Yuxia, Zhou Zhiwen, and other key individuals have expressed long-term holding intentions, with减持 limits of 2% and 5% of their holdings in specific periods post-lock-up[108] - The company has committed to stabilizing its stock price by repurchasing shares if the stock price falls below the net asset value per share for 20 consecutive trading days[109] - The company will use its own funds for share repurchases, with the total amount not exceeding the funds raised from the initial public offering[110] - The company's share repurchase plan requires approval from more than half of the board members and two-thirds of the shareholders[110] - The company's single repurchase amount should be between 10% and 20% of the previous year's net profit attributable to the parent company[110] - The company's single repurchase amount should not exceed 2% of the total shares[110] - The total repurchase amount in a fiscal year should not exceed 30% of the previous year's net profit attributable to the parent company[110] - The controlling shareholders will increase their holdings if the stock price remains below the net asset value per share for 10 consecutive trading days after the repurchase plan expires[111] - The controlling shareholders' increase in holdings should not exceed 2% of the total shares within 12 months[112] - The company's directors and senior management will increase their holdings if the stock price remains below the net asset value per share for 10 consecutive trading days after the controlling shareholders' increase in holdings[112] - The company's directors and senior management will use their personal funds to increase their holdings, with the amount not exceeding their total salary from the previous year[113] - The company's controlling shareholders, Feng Yuxia and Zhou Zhiwen, have committed to fulfilling their obligations to stabilize the stock price and will publicly apologize and compensate investors if they fail to do so, unless due to force majeure[116] - The company's directors and senior management have also committed to stabilizing the stock price and will publicly apologize and compensate investors if they fail to fulfill their obligations, unless due to force majeure[117] Subsidiaries and Business Operations - The company's subsidiaries include JOINN Laboratories (Delaware) Corporation and Biomedical Research Models, Inc[7] - The company operates in the contract research organization (CRO) sector, providing preclinical research services[7] - The company holds a 91% stake in Beijing JOINN Mingxun Pharmaceutical Technology Co., Ltd[7] - The company's subsidiaries are located in Beijing, Suzhou, Chongqing, Guangzhou, and Wuzhou[7] - The company is involved in pharmacology, toxicology, and dose-response relationship studies[8] - The company's core business is drug preclinical research services, including non-clinical safety evaluation, pharmacodynamics, animal pharmacokinetics, and drug screening[26] - The company established two GLP laboratories in Beijing and Suzhou for preclinical evaluation, adhering to strict GLP regulations[29] - The company's preclinical research services include safety pharmacology, single-dose toxicity, repeated-dose toxicity, toxicokinetics, reproductive toxicity, genotoxicity, carcinogenicity, local toxicity, and immunogenicity tests[27] - The company's pharmacodynamics research services focus on studying drug mechanisms, dose-response relationships, and PD/PK trials to support clinical trials[28] - The company's subsidiaries, Suzhou Zhaoyan Medicine and Beijing Zhaoyan Medicine, provide early-stage clinical trial services, including regulatory/registration, medical writing, clinical monitoring/auditing, data management, and statistical services[28] - The company's drug safety monitoring services include pharmacovigilance system setup, quality management, case report processing, safety summary report writing, signal and risk management, and safety research[28] - The company's experimental animal supply includes mice, rats, and non-human primates, primarily for internal use and domestic industry demand[29] - The company has established a systematic preclinical drug evaluation technology platform and GLP quality management system, passing GLP certification or inspection in China and multiple countries[30] - The company's core business is providing technical services for drug preclinical evaluation, generating revenue through research service fees[30] - The company expanded its sales team, leading to a significant increase in new clients, strategic partnerships, and order volume[33] - The clinical business focuses on early-stage clinical trials (Phase I and BE trials), offering a one-stop service from preclinical evaluation to clinical trials[33] - The company is developing a leading, efficient, and stable experimental animal genetic resource and gene engineering technology platform, focusing on creating animal disease models for new drug R&D[35] - The company's preclinical research services are driven by increased domestic and international drug R&D investments and the "4+7" volume-based procurement policy, boosting demand for preclinical CRO services[36] - Subsidiary Suzhou Zhaoyan has expanded experimental facilities and increased technical teams to address capacity constraints, gradually releasing production capacity[37] - The company has enhanced its service capabilities, particularly in evaluating innovative drugs, such as ophthalmic drugs and inhalation route administration, strengthening its industry competitiveness[37] - The company's facilities cover approximately 75,000 square meters, with 67,000 square meters in use, including 32,000 square meters for animal housing[50] - The company employs over 1,100 professionals, capable of handling nearly 1,000 experimental projects simultaneously[52] - The company has established an advanced laboratory information management system (LIMS) to enhance data reliability and operational efficiency[52] - The company has accumulated over 20 years of experience in preclinical drug research, conducting nearly 1,200 preclinical studies and evaluation tests from 2017 to 2019[53] - From 2017 to 2019, the company added 598 biologics, 505 chemical drugs, and 35 traditional Chinese medicine drugs to its preclinical research portfolio[53] - The company has conducted over 100 major innovative drug projects supported by national programs and evaluated more than 200 antibody drugs[54] - In the past 3 years, the company completed over 300 international registration projects for drugs entering or about to enter clinical trials abroad[54] - The company passed FDA GLP inspections in 2009 and 2013, becoming one of the first CROs in China to achieve this[55] - The company obtained AAALAC certification in 2008, with subsequent inspections in 2011, 2014, and 2017[55] - The company plans to build a 565-acre primate breeding base in Guangxi with a capacity of 15,000 animals[57] - As of 2019, the company has a professional service team of over 1,100 people[59] - The company implemented a restricted stock and stock option incentive plan in July 2019 to expand employee coverage and motivation[59] - The company completed the renovation of the small animal facility in June 2019, significantly alleviating facility supply constraints. The subsidiary Suzhou Zhaoyan also began using Animal Building 3 and 7 in July 2019, greatly increasing service throughput and capacity. Additionally, a 3,500 square meter functional laboratory, including molecular biology, pathology, biosafety level 2 (P2), and clinical sample analysis labs, was completed and gradually put into use in November 2019[60] - In 2019, the company assisted clients in completing IND applications for over 230 large-molecule innovative drugs, with 60 approvals. The company also established a radioactive isotope laboratory, which, once completed, will enable independent animal PET-CT and other advanced detection technologies[60] - Suzhou Zhaoyan Medicine, established in 2018, has signed contracts with multiple municipal-level hospitals to jointly build early clinical centers. By 2019, two Phase I clinical research centers had completed hardware, team, and quality system construction and began undertaking clinical trial projects[61] - Zhaoyan Mingxun, focusing on drug safety monitoring, has established partnerships with over 50 companies since its inception in 2018, including drug license holders, R&D firms, manufacturers, and CROs. The company also developed a one-stop drug safety management platform, iPVMAP, and a device vigilance platform[62] - The company's subsidiary Suzhou Qichen, established in 2019, has built high-standard cell and molecular biology labs and established a stable large-animal somatic cell experimental system. It is currently working on creating humanized animal models for ophthalmology, oncology, and immunology[63] - As of the end of 2019, the company's backlog of orders was approximately 1.04 billion yuan, a 30% increase year-over-year, providing a solid foundation for future performance growth[64] - In 2019, the company's contract value increased by over 50% compared to 2018, maintaining rapid growth. The company also participated in multiple international academic conferences, significantly enhancing its industry reputation, particularly in ophthalmology drug evaluation[65] - In December 2019, the company completed the acquisition of BIOMERE, a U.S.-based preclinical CRO, marking its first international M&A. This acquisition expands the company's U.S. market presence and enhances its brand influence in overseas markets[66] - The company plans to expand production facilities, aiming to double production capacity within the next 3 years[87] - The company is focusing on building a full-chain service capability, including drug discovery, clinical research, and product sales[88] - The company aims to enhance international service capabilities and establish overseas branch service institutions[88] - The company is developing new technologies and methods to meet the needs of innovative drugs[90] - The company plans to increase investment in international markets and expand its presence in the U.S. and Europe[91] - The company is building a clinical sample bioanalysis laboratory to enhance clinical sample analysis services[92] - The company is creating an international first-class primate research platform through international and domestic cooperation[93] - The company's internationalization strategy for preclinical CRO business is progressing from Phase 2 (domestic clients with international applications) to Phase 3 (international clients with international applications), with the acquisition of Biomere accelerating this transition[95] - Biomere's preclinical business focuses on drug screening and efficacy, and the acquisition enhances the company's integrated service capabilities, facilitating international client expansion[95] - The company plans to expand Biomere's business from the US East Coast to the West Coast, leveraging existing market presence in California[95] - The company aims to increase preclinical business revenue and expand innovative business growth, with a focus on new areas such as antibody targets, nucleic acid vaccines, stem cells, gene therapy, and UCAR[96] - The company plans to expand marketing efforts internationally, increase marketing personnel, and adjust sales incentive policies to drive new business market development[96] - In 2020, the company plans to renovate 5,400 square meters of animal facilities and 4,400 square meters of laboratories in Suzhou to prepare for growing business orders[98] - The company will continue to build new drug evaluation centers in Guangzhou and Chongqing in 2020[98] - The company aims to complete the construction of the Taicang clinical trial base and ensure full operational capability in the second half of 2020[99] - The company plans to expand the clinical CRO team and build capabilities to handle international projects internally without subcontracting[99] - The company will invest in expanding Biomere's facilities, equipment, and personnel to enhance capacity, technical capabilities, and profitability[100] Financial Performance and Metrics - Revenue in 2019 increased by 56.40% year-on-year to RMB 639,379,338.02[17] - Net profit attributable to shareholders of the company in 2019 increased by 64.64% year-on-year to RMB 178,372,735.97[19] - Basic earnings per share in 2019 increased by 65.67% year-on-year to RMB 1.11[20] - Weighted average return on equity in 2019 increased by 6.36 percentage points year-on-year to 24.35%[20] - Total assets at the end of 2019 increased by 24.22% year-on-year to RMB 1,417,837,791.63[19] - Revenue in the fourth quarter of 2019 was RMB 290,924,164.59, the highest among all quarters[22] - Net profit attributable to shareholders of the company in the fourth quarter of 2019 was RMB 101,889,622.52, the highest among all quarters[22] - Government subsidies in 2019 amounted to RMB 10,601,975.01, an increase from RMB 9,199,659.17 in 2018[23] - The company's equity increased by 26.90% year-on-year to RMB 826,518,653.14 at the end of 2019[19] - Cash flow from operating activities in 2019 decreased by 15.89% year-on-year to RMB 148,092,126.18[19] - The company's derivative financial assets had an ending balance of 50,119,315.07 yuan, with a holding period return of 119,315.07 yuan[25] - The company's fund products had an ending balance of 80,581,275.45 yuan, with a holding period return of 581,275.45 yuan[25] - The company's transaction financial assets increased by 100% year-over-year due to increased investment in financial products[48] - Accounts receivable grew by 174.56% year-over-year, driven by increased service provision[48] - Fixed assets increased by 46.05% year-over-year, primarily due to the acquisition of BIOMERE and the transfer of construction in progress to fixed assets[49] - Intangible assets grew by 121.51% year-over-year, mainly due to the acquisition of BIOMERE[49] - Overseas assets amounted to 355,931,801.03 RMB, accounting for 25.10% of total assets[49] - The company's transaction financial assets increased to 1.307 billion yuan, accounting for 9.22% of total assets, primarily due to the reclassification under new accounting standards and increased purchase of financial products with idle funds[79] - Accounts receivable surged by 174.56% to 1.064 billion yuan, driven by increased service provision[79] - Inventory rose by 75% to 2.005 billion yuan, mainly due to increased raw materials and unresolved research projects[79] - Fixed assets grew by 46.05% to 4.183 billion yuan, largely due to the completion of construction projects and the acquisition of BIOMERE[79] - Intangible assets increased by 121.51% to 1.066 billion yuan, primarily due to the acquisition of BIOMERE[79] - Long-term equity investments reached 429.12 million yuan, up from 159.87 million yuan last year, mainly due to the acquisition of BIOMERE for $27.28 million[81][82] - The company invested 64.04 million yuan in the preclinical research base project, with a total investment of 175.79 million yuan by the end of 2019, and the project is expected to be operational by the end of 2020[83] - The experimental animal base project in Wuzhou has a total investment of approximately 400 million yuan, with 11.67 million yuan invested by the end of 2019[83] - Deferred tax assets increased by 257.49% to 260.05 million yuan, mainly due to share-based payments and deductible losses from the BIOMERE acquisition[79] - Deferred tax liabilities surged by 796.33% to 206.44 million yuan, driven by the BIOMERE acquisition and tax benefits on fixed assets[80] - Suzhou Zhaoyan's total assets decreased to 621.46 million yuan in 2019 from 666.17 million yuan in 2018[86] - Suzhou Zhaoyan's net income increased to 134.09 million yuan in 2019 from 81.49 million yuan in 2018[86] - Suzhou Zhaoyan's revenue grew to 394.14 million yuan in 2019 from 250.69 million yuan in 2018[86] - Revenue for the reporting period reached 639.38 million yuan, a year-on-year increase of 56.40%, with net profit attributable to shareholders of 178.37 million yuan, up 64.64% year-on-year[67] - Gross profit margin for the main business was 52.81%, a slight decrease of 0.26 percentage points compared to the same period last year[69] - Revenue from preclinical research services increased by 56.23% to 628.84 million yuan, with a gross margin of 53.31%[70] - Sales expenses increased by 88.24% to 12.47 million yuan, primarily due to increased employee compensation and business volume[75] - R&D investment totaled 39.63 million yuan, accounting for 6.20% of total revenue, with 98 R&D personnel making up 8.31% of the company's total workforce[75] - Net cash flow from operating activities decreased by 15.89% to 148.09 million yuan, mainly due to delayed payments, increased employee compensation, and higher procurement costs[77] - Net cash flow from investing activities increased by 62.12% to -102.09 million yuan, driven by the recovery of short-term cash management principal[77] - The top five