The Mystery of BTBP "Refusing" PLBIO

The transfer of control of the blood products company PLBIO (000403.SZ) has suddenly stirred up waves.

In June of this year, China National Biotechnology Co., Ltd. (hereinafter referred to as "China Biotechnology") planned to acquire all the shares (21.03%) held by the controlling shareholder of PLBIO, Qiongqing Cheng Shengbang Yinghao Investment Partnership (Limited Partnership) (hereinafter referred to as "Shengbang Yinghao"), with a transaction amount of no less than 3.844 billion yuan.

However, China Biotechnology also controls the blood products company BTBP (600161.SH), which leads to a situation of competition between it and PLBIO.

To resolve this issue, China Biotechnology plans to transfer the opportunity to acquire PLBIO to BTBP.

Strangely, this move was rejected by BTBP.

On August 5, BTBP announced its intention to give up this acquisition opportunity, and the main reasons for its unwillingness to proceed are as follows:

First, the transaction time window is only 3 months, making it difficult to raise such a large amount of funds in the short term;

As of the end of 2024, BTBP's consolidated cash balance is only 2.686 billion yuan, and it needs to retain funds for production and operation, which creates significant cash pressure for a direct cash acquisition.

Second, PLBIO's historical evolution is relatively complex, with control changing multiple times, and a direct acquisition would carry high risks.

There are indeed significant conflicts among the internal management of PLBIO.

In October 2023, PLBIO's board of directors was re-elected, and Shengbang Yinghao nominated 13 directors, effectively removing the original chairman, Fu Shaolan, from the board.

However, Fu Shaolan quickly launched a counterattack.

He stated on the official website of Harbin Picefike Bio-Pharmaceutical Co., Ltd., a subsidiary of PLBIO, that "we hope the major shareholder will abandon the position of monopolizing and controlling the 'three meetings', jointly establish a reasonable corporate governance structure, and promote the healthy development of PLBIO together; there are deities above, and the heavens are vast and all-encompassing, wrongdoers will pay a heavy price, and those who assist wrongdoers are no exception."

Subsequently, both parties reached a settlement. Although Li Hao, nominated by Shengbang Yinghao, serves as chairman, a co-chairman position was also created for Fu Shaolan, who has held the position to this day.

Perhaps because of this, Shengbang Yinghao chose to withdraw from PLBIO, and how the new controlling party will handle its relationship with Fu Shaolan is indeed a difficult problem.

From this perspective, BTBP is not unwilling to acquire PLBIO, but has differences with China Biotechnology regarding the method of acquisition.

"If China Biotechnology chooses to proceed with the acquisition first, it can facilitate both parties to gradually reach a consensus on strategic planning, resource allocation, cultural integration, etc., fully adapt, and on this basis improve operational efficiency, accelerate scaled development, optimize industrial layout, control related risks, and achieve a win-win situation for both PLBIO and its shareholders," BTBP pointed out.

In other words, BTBP hopes that China Biotechnology will first complete the acquisition of PLBIO and resolve the conflict with Fu Shaolan before advancing its integration with PLBIO.

This may imply that if China Biotechnology successfully completes the acquisition of PLBIO, BTBP may still promote the integration with PLBIO through methods such as issuing shares This is indeed a more rational choice for BTBP.

As of the end of 2024, BTBP and PLBIO have 85 and 38 plasma collection stations respectively, with corresponding plasma collection volumes of 2,781 tons and 1,400 tons, ranking first and fourth in the industry.

If the two are integrated, it would mean that China Biologic would own no less than 123 plasma collection stations, with a total plasma collection volume reaching 4,181 tons, further widening the gap with other competitors.

Shanghai RAAS (002252.SZ), Hualan Biological (002007.SZ), and Boya Bio (300294.SZ) have 44, 34, and 21 plasma collection stations respectively, with plasma collection volumes of 1,600 tons, 1,586 tons, and 631 tons.

Based on China's plasma collection volume of 13,400 tons in 2024, the "BTBP + PLBIO" market share in the industry will approach 30%, an increase of over 10 percentage points, which is expected to further solidify its leading position