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CStone Pharmaceuticals Capital/Financing Update 2020

Jul 13, 2020

50715_rns_2020-07-13_32f43afa-dfea-4c26-bffb-502ccfb92a7a.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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CStone Pharmaceuticals 基石藥業

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2616)

GRANT OF SHARE OPTIONS

SHARE OPTIONS

This announcement is made pursuant to Rule 17.06A of the Listing Rules.

The Board announces that on July 13, 2020, the Company granted 2,369,000 Options to 22 Grantees in accordance with the terms of the Post-IPO ESOP, subject to acceptance.

Details of the Grant

The details of the Options granted to the Grantees are as follows:

Date of Grant: July 13, 2020 Number of Grantees: 22 Total number of new Shares to 2,369,000 be subscribed upon exercise of the Options granted: Consideration for the Grants: nil to be paid by each Grantee upon acceptance of the Options granted Subscription price of the Options HK$11.048 per Share granted: Closing price of the Shares on HK$10.780 per Share the date of grant: Validity period of the Options: The validity period of the Options shall be subject to the relevant grant letter to each of the Grantees, which in any event must not be more than ten years from the Grant Date and the Options shall lapse at the expiry of such validity period.

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Vesting period:

2,369,000 of the Options granted to the Grantees shall vest in the Grantees as follows:

  • 25% shall vest on the first anniversary of the Grant Date (rounding to the nearest whole Option);

  • 25% shall vest on the second anniversary of the Grant Date (rounding to the nearest whole Option);

  • 25% shall vest on the third anniversary of the Grant Date (rounding to the nearest whole Option); and

  • 25% shall vest on the fourth anniversary of the Grant Date (rounding to the nearest whole Option).

In each event, the Board has the discretion to accelerate the above vesting schedule of the Options.

The Options granted are subject to the individual performance result and other requirements as set out in the grant letters entered into between the Grantees and the Company.

Subscription Price

The subscription price of the Options of HK$11.048 per Share represents the higher of (i) the closing price of the Shares of HK$10.780 per Share as stated in the daily quotation sheet issued by the Stock Exchange on the Grant Date and (ii) the average closing price of the Shares of HK$11.048 per Share as stated in the daily quotation sheets issued by the Stock Exchange for the five trading days immediately preceding the Grant Date.

Grants to Employees

Among the Options granted above, none of the Options were granted to any of the Directors, the chief executive and substantial shareholders (as defined in the Listing Rules) of the Company or an associate of any of them (as defined in the Listing Rules). All the 2,369,000 Options were granted to other employees of the Group, subject to acceptance by the Grantees.

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REASONS FOR AND BENEFITS OF THE GRANTS

The purpose of the aforesaid grants of the Options is to attract and retain employees, to reward eligible employee, officer, director, contractor, advisor or consultant of the Group for their past contribution to the Company, to provide incentives to the employees to further contribute to the Group and to align their interests with the best interests of the Company and the Shareholders as a whole.

DEFINITIONS

RETh ASONS FOR AND BENEFITS OF THE GRANTSe purpose of the aforesaid grants of the Options is to attract and retain employees, to reward
eliconGrwhDE“B“C“D“G“G“G“G“H“Li“Li“O“Po“Sh“Sh gible employee, officer, director, contractor, advisor or consultant of the Group for their pasttribution to the Company, to provide incentives to the employees to further contribute to theoup and to align their interests with the best interests of the Company and the Shareholders as aole.FINITIONSoard”the board of Directorsompany”CStone Pharmaceuticals基石藥業, an exempted company withlimited liability incorporated under the laws of the CaymanIslands on December2,2015irectors”the directors of the Companyrant”the grant of an aggregate of2,369,000Options to22Grantees inaccordance with the terms of the Post-IPO ESOPrant Date”July13,2020rantee”the employees of the Group who were granted Options inaccordance with the Post-IPO ESOP on the Grant Dateroup”the Company and its subsidiariesong Kong”the Hong Kong Special Administrative Region of the People’sRepublic of Chinasting Date”February26,2019, being the date on which the Shares are listedand from which dealings therein are permitted to take place onthe Stock Exchangesting Rules”the Rules Governing the Listing of Securities on The StockExchange of Hong Kong Limitedptions”2,369,000options to subscribe for or acquire2,369,000Shareswhich were granted under the Post-IPO ESOPst-IPO ESOP”the post-IPO employee share option plan adopted by the Companyon January30,2019, with effect on the Listing Dateareholder(s)”holder(s) of Shares in the Companyares”ordinary shares in the issued capital of the Company with anominal value of HK$0.0001each

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“Stock Exchange” The Stock Exchange of Hong Kong Limited

“subsidiary” or “subsidiaries”

has the meaning ascribed to it by the Listing Rules

“substantial shareholder”

has the meaning ascribed to it by the Listing Rules

By order of the Board CStone Pharmaceuticals Dr. Frank Ningjun Jiang Chairman

Suzhou, People’s Republic of China, July 13, 2020

As at the date of this announcement, the Board comprises Dr. Frank Ningjun Jiang as Chairman and Executive Director, Dr. Wei Li, Mr. Qun Zhao, Mr. Yanling Cao, Mr. Guobin Zhang and Dr. Lian Yong Chen as non-executive Directors, and Dr. Paul Herbert Chew, Mr. Ting Yuk Anthony Wu and Mr. Hongbin Sun as independent non-executive Directors.

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