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3SBio Inc. Capital/Financing Update 2020

Apr 20, 2020

49981_rns_2020-04-20_d695c0a0-fa95-4797-813a-56f27dbbc534.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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(Incorporated in the Cayman Islands with limited liability) (Stock Code: 1530) (Convertible Bonds Code: 5241)

VOLUNTARY ANNOUNCEMENT REPURCHASE OF € 300,000,000 ZERO COUPON CONVERTIBLE BONDS DUE 2022

This is a voluntary announcement made by 3SBio Inc. (the “ Company ”).

Reference is made to the announcements of the Company dated 12 July 2017, 13 July 2017 and 21 July 2017 (the “ Announcements ”) in relation to the issue of Euro-denominated zero coupon convertible bonds in an aggregate principal amount of € 300,000,000 due 2022 by Strategic International Group Limited, a direct wholly-owned subsidiary of the Company (the “ Bonds ”). The Bonds are guaranteed by the Company, and are convertible into approximately 188,363,445 fully paid shares of the Company at a current conversion price of HK$14.28 per share of the Company, subject to adjustment in certain circumstances. Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as used in the Announcements.

Reference is also made to the announcements of the Company dated 2 March 2020 and 9 March 2020 in relation to the recent share repurchases made by the Company and the possibility that the Company may further repurchase its securities.

The Board hereby announces that on 16 April 2020, the Company repurchased an aggregate principal amount of € 5,000,000 in face value of the Bonds through over-the-counter market in accordance with the terms and conditions of the Bonds (the “ Bond Repurchase ”). The aggregate purchase price paid for the Bond Repurchase was € 5,255,000 (including agent fee). Immediately after the Bond Repurchase, there are outstanding Bonds in the principal amount of € 295,000,000. Assuming full conversion of the outstanding Bonds at the current conversion price of HK$14.28 per Conversion Share, the outstanding Bonds will be convertible into approximately 185,224,054 Conversion Shares, representing approximately 7.30% of the issued share capital of the Company as at the date of this announcement and approximately 6.80% of the issued share capital of the Company as at the date of this announcement as enlarged by the issue of the Conversion Shares upon full conversion of the outstanding Bonds.

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The financial position of the Company is solid and healthy. The Board believes the Bond Repurchase can further improve the Company’s financial position by decreasing the indebtedness of the Company, thereby saving interest payment and redemption premium payment thereon and at the same time reduce the impact of potential dilution on the Company’s shareholdings resulting from potential conversion of the Bonds. The Board believes that the Bond Repurchase is in the interests of the Company and its shareholders as a whole.

Shareholders and potential investors of the Company should note that any further repurchase of the Bonds or the Shares by the Company will be subject to market conditions and will be at the Board’s absolute discretion. There is no assurance of the timing, quantity or price of any Bond or Share repurchases or whether or not the Company will make any further repurchases at all. Therefore, shareholders and potential investors of the Company should exercise caution when dealing in the securities of the Company.

By order of the Board 3SBio Inc. Dr. LOU Jing Chairman

Shenyang, the PRC 20 April 2020

As at the date of this announcement, the directors of the Company are Dr. LOU Jing and Ms. SU Dongmei as executive directors; Mr. HUANG Bin and Mr. TANG Ke as non-executive directors; and Mr. PU Tianruo, Mr. David Ross PARKINSON and Dr. WONG Lap Yan as independent non-executive directors.

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