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Since 2024, Seli Medical (Rights protection) (603716. SH) The controlling shareholders and actual controllers have conducted five equity pledge financing, and the situation of being trapped in tight capital chain is obvious.
Recently, the company announced that the controlling shareholder Saihai (Shanghai) Health Technology Co., Ltd. (hereinafter referred to as "Saihai Technology") will pledge 700000 additional shares, and has pledged 15.8 million shares of the company in total, accounting for 73% of the company's shares and 7.85% of the company's total share capital; Saihai Technology and its person acting in concert Wen Wei pledged 24.95 million shares in total, accounting for 79.77% of their total shares and 12.39% of the company's total share capital.
Previously, Celi Medical also alleviated capital pressure by borrowing, capitalization of accounts receivable, temporary use of idle raised funds, etc.
However, in a variety of operations, Celi Medical broke the bottom line of compliance. In September 2023, Celi Medical was criticized by the Shanghai Stock Exchange due to the occupation of non operating funds; In 2022, Celi Medical was short of audit evidence for the receivables of associated enterprises, and in 2024, it was suspected of violating the credit rating and was investigated. In combination with the above situation, Zhongshen Zhonghuan Certified Public Accountants Co., Ltd. has issued a reservation opinion for the company for two consecutive years.
It is worth noting that behind the frequent use of all kinds of funds, the main business of Celi Medical is lack of market competitiveness and market orders. On the one hand, the company is facing the dilemma of shrinking intensive IVD (in vitro diagnostic products) business, on the other hand, it must focus on expanding the business scale of intensive SPD (medical consumables intensive operation services).
According to statistics, from 2021 to 2023, Celi Medical suffered a continuous loss of 384 million yuan of non net profit deduction, and its revenue decreased from 2.6 billion yuan to 2.006 billion yuan. If the company's non net profit deduction for the next year is still negative, and the audit report gives the judgment that "there is uncertainty in the ability to continue as a going concern", or the company faces the fate of being ST. Next, how to improve the competitive barrier of main business and expand the market scale, so as to solve the capital dilemma and turn losses into profits? Or the core problem to be solved by Celi Medical.
Intensive IVD business is the main business of Celi Medical since its initial listing, that is, to provide medical institutions with a unified detection system consisting of medical clinical diagnostic instruments and supporting detection reagents, and to sell supporting diagnostic reagents and consumables. Under this business model, the operating revenue is mainly composed of the instrument usage fee settled between the sales price difference and the test data.
With the expansion of the IVD market scale, the performance of Celi Medical keeps rising, with its total revenue rising from 627 million yuan in 2016 to 1.83 billion yuan in 2019, and its net profit attributable to the parent company rising from 68.917 million yuan in 2016 to 110 million yuan in 2019.
However, in 2019, with the reform of the medical system, a series of policies such as "centralized purchase platform", "two ticket system" and "zero mark up for consumables" were introduced, which reduced the profit space of IVD business. In 2023, the revenue of intensive IVD business of Celi Medical will be 719 million yuan, down 30.9% year on year, accounting for 35.86% of the total revenue.
Celi Medical explained in the financial report that it did not make renewal arrangements after the expiration of some IVD businesses. At the same time, due to policy reasons such as centralized purchase, the revenue of some customers declined to a certain extent.
In addition, it is reported that Celi Medical has selectively terminated some IVD business and pure sales business. Referring to the reasons, the company pointed out that it was related to the long collection time of some customers' accounts receivable, in order to reduce the pressure on advance payment and adapt to the company's strategic transformation.
Public data shows that the intensive IVD business is a branch of the medical device circulation, which is an industry that focuses on assets and operations. The overall payment collection cycle of the industry is long, and the requirements on the capital chain are high. Therefore, the high accounts receivable and difficulty in payment collection are the problems that Celi Medical needs to solve urgently.
According to the data, by the end of 2023, the original value of accounts receivable in the consolidated financial statements of Celi Medical Company was about 1.778 billion yuan, the bad debt provision was about 252 million yuan, and the net book value was about 1.526 billion yuan, accounting for 76.07% of the operating revenue and 45.66% of the total assets in the consolidated financial statements.
It is worth noting that, from the perspective of industry level, the accounts receivable of the industry to which Celi Medical belongs are at a high level. In 2023, Runda Medical Accounts receivable account for 60.57% of the revenue, Hefu China Accounts receivable account for 67.70% of the revenue.
However, in the short term, Celi Medical cannot immediately improve the status of accounts receivable. According to the reply of Celi Medical to the regulatory letter in 2022, in terms of turnover efficiency, the company's turnover days of accounts receivable are 242.24 days, and the turnover rate of accounts receivable is 1.49.
In the annual report, Celi Medical further pointed out that the main customers of the company are medical institutions. Affected by the settlement of national medical insurance, the account period is long, which has kept the balance of accounts receivable of the company at a high level. In 2023, the receivables of Celi Medical to medical institutions will be about 1.648 billion yuan, and the bad debt reserves will be 191 million yuan; Accounts receivable of non-medical institutions are about 76 million yuan, and bad debt reserves are about 25 million yuan.
Referring to the payment collection measures, Seli Medical pointed out that, "The company will start legal proceedings against customers who cannot reach an agreement, and solve the problem of payment collection through litigation. The corresponding credit impairment losses accrued in the previous period can be written back in the current period of recovery. Strengthening the collection of accounts receivable will greatly alleviate the pressure on funds, further reduce financing costs, and thus improve the company's net interest rate."
It should also be noted that the problem of credit impairment coexists with high accounts receivable. "In the context of controlling medical insurance fees, the company continues to face industrial competition and downward pressure on product prices, and the slow transmission of medical insurance payments from downstream hospital customers to the company's accounts receivable is not smooth, which makes the credit impairment losses continue to increase." Zheng Pengyuan, a rating agency, pointed out. According to the financial report, the credit impairment loss of Celi Medical in 2023 will reach 80068100 yuan. In combination with the liquidity pressure, the high proportion of equity pledge and other issues, China Securities Pengyuan reduced the credit rating result of Celi Medical from "AA -" to "A".
In the context of the narrowing of IVD business profits, cost control has become one of the important management means of medical institutions, while Celi Medical has been upgrading to medical consumables intensive operation service (SPD). In 2021, the company will develop a dual business model of "intensive medical testing IVD+intensive medical consumables SPD", plus three independent laboratories and independent R&D production lines.
From the perspective of sales, in 2021, the intensive SPD business of Celi Medical has a good growth momentum, with revenue of about 693 million yuan, up 95.63% year on year. However, in recent two years, the company's intensive SPD business grew slowly. In 2023, the SPD business revenue of Celi Medical will be about 741 million yuan, up 7.5% year on year.
It is worth noting that the cost of the company's intensive SPD business keeps growing despite the slowdown in revenue growth. In 2021, the cost will be about 621 million yuan, with a year-on-year growth of 97.69%; In 2023, the cost will be about 668 million yuan, up 7.62% year on year.
What followed was that the gross profit margin of the intensive SPD business of Celi Medical continued to decline. In 2020, the gross profit rate of the company's intensive SPD business will be about 11.35%, 10.41% in 2021, and 9.9% in 2023, 0.06 percentage points less than that in 2022.
In fact, at the industry level, intensive SPD business is in a period of rapid development. The 2023 China Public Hospital Medical Device SPD Market Analysis Report pointed out that by the end of the third quarter of 2023, there were 1800 medical institutions carrying out medical device SPD in China. According to the number of 11746 public hospitals, the penetration rate of medical device SPD projects in China's public hospitals is 15%, and there is still much room for development. However, from the perspective of market pattern, 89% of SPD projects are operated by medical device commercial enterprises. Sinopharm, Shanghai Pharmaceutical, China Resources Kyushu Tong And so on.
"The company started to layout and promote the SPD mode in 2017, but due to the impact of public health events in recent years, some of the company's SPD projects are currently in the construction period, the project progress is delayed, and the scale effect still needs to be reflected," said Celi Medical.
Where is the way? Seen from the existing actions, on the one hand, Celi Medical aims at the construction needs of the county medical community and excavates more sinking markets; On the other hand, we hope to increase R&D investment, improve product competitiveness and take the scientific and technological road to get rid of difficulties. In 2023, the company's R&D expenses will be about 43.21 million yuan, up 46.74% year on year.
It should also be noted that the company's internal control and operation management risks are also increasing while continuously exploring the blank market. Celi Medical pointed out that "after the implementation of the" two vote system ", the company has strengthened the effective coverage of the national terminal channels through channel mergers and acquisitions, blank market development, strategic cooperation and other ways. At the same time, the complexity of operation management has increased after integration, which puts forward higher requirements for the management level of the management team and the effectiveness of the company's internal control. If the corresponding subsidiary or business finds signs of impairment in the future, which leads to the provision of goodwill impairment losses, it will have a direct impact on the company's performance. "
According to the financial report, in 2023, the impairment loss of the long-term equity investment of Yunnan Saiweihanpu Technology Co., Ltd. was 8.613 million yuan; The impairment loss of goodwill of the subsidiary Shandong Runcheng Medical Technology Co., Ltd. was 12.5399 million yuan; The impairment loss of goodwill accrued to the subsidiary Wuhan Huixin Technology Development Co., Ltd. was 14.0692 million yuan. The total amount of the three impairment losses was 35.2224 million yuan.
Intensive IVD business has narrowed, and the scale of intensive SPD business has not yet risen. One of the most pressing problems that Sere Medical faces is: where does the continuous investment come from?
The first is borrowing. By the end of 2023, the short-term loan of Celi Medical is about 444 million yuan, and the monetary capital is only 279 million yuan. It has to be mentioned that the interest expense brought by short-term bank loans is also a problem for development. According to incomplete statistics, the accumulated interest expense of Celi Medical in recent three years has reached 258 million yuan.
Capitalization of accounts receivable is one way. As early as 2021, Celi Medical released an announcement that it planned to finance through the transfer of accounts receivable asset management and trust products, with a total amount of no more than 200 million yuan and a period of no more than 24 months. However, according to the public information, up to now, Celi Medical has only carried out the capitalization of accounts receivable once at the end of 2021, that is, it will transfer the creditor's rights of accounts receivable totaling 83.6702 million yuan to Zhejiang Quanxi Asset Management Co., Ltd. (hereinafter referred to as "Quanxi Asset Management"), and the transaction price is 79.6410 million yuan.
However, because Quanxi Asset Management did not receive the accounts receivable, it filed a lawsuit and took Celi Medical as the third person in the case. Through negotiation with Quanxi Asset Management, Celi Medical agreed to buy back the accounts receivable at the original price and pay Quanxi Asset Management 4.0292 million yuan of expenses incurred during the transfer and sale of accounts receivable. On the whole, the measures taken by Celi Medical to deal with the accounts receivable through capitalization to alleviate the shortage of funds are not effective.
Equity pledge financing is another way. According to the announcement, the number of pledged shares due within the next six months by Saihai Technology and its concerted actor Wen Wei is 10.55 million shares, with a financing balance of 25 million yuan; The number of pledged shares due within the next year is 7.1 million shares (excluding pledged shares due within half a year), and the corresponding financing balance is 20.1 million yuan.
It is also a way to use some idle raised funds to temporarily supplement working capital. An announcement made by the company in April this year showed that idle raised funds were used five times in 2023 to "replenish blood", of which about 390 million yuan of idle raised funds were used for the fifth time to temporarily replenish working capital, and the remaining 374 million yuan had not been returned by the end of April this year.
However, under various operation modes, Celi Medical broke through the bottom line of compliance. In September 2023, Celi Healthcare announced that Shanghai Stock Exchange had decided to circulate a notice of criticism to Celi Healthcare, its controlling shareholder Saihai Health, the actual controller and then chairman Wen Wei and relevant responsible persons. It is reported that the reason for this disciplinary action is that Celi Medical lent the company's funds to a third party, and finally transferred to the controlling shareholder, Saihai Health, and the actual controller, Wen Wei, which constitutes a non operational occupation of funds.
Specifically, from 2020 to 2022, Saihai Health, the controlling shareholder of Celi Medical, remitted funds to a third-party enterprise in the form of project deposit, loan or convertible debt through the company or subsidiaries within the scope of consolidated statements, and the company and subsidiaries signed relevant agreements with the third-party enterprise to agree on the loan interest rate and make payments. The accumulated amount of this non operating capital occupation is about 371 million yuan. For issues related to capital occupation, Zhongshen Zhonghuan issued non-standard opinions with emphasized items in the financial report audit for two consecutive years in 2022 and 2023.
In order to avoid the fate of being ST, what Celi Medical can do is to strengthen the competitiveness of its main business and find more market orders. However, market development and technology research and development all require capital investment.
In its annual report, Celi Medical pointed out that in the future, the company plans to expand its financing sources through multi-channel financing, reduce its dependence on banks, reduce the systemic risk caused by changes in the single financing channel, and support the company to expand its business scope through sufficient funds. In addition, the company plans to strengthen market promotion and communication, transfer the equity held by the company in exchange for investment income, by reserving investment projects, especially those whose target projects have been recognized by the market and whose valuation has increased, such as Celis Biology, Wuhan Jindou Data, Sichuan Tuoguang, etc.
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