SinoMab BioScience Limited — Share Issue/Capital Change 2022

Nov 16, 2022

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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SinoMab BioScience Limited 中國抗體製藥有限公司

(Incorporated in Hong Kong with limited liability)

(Stock code: 3681)

COMPLETION OF SUBSCRIPTIONS OF NEW SHARES UNDER GENERAL MANDATE

The Board is pleased to announce that as the condition precedent as set out in each of the Subscription Agreements has been fulfilled, the Completion took place on 16 November 2022 in accordance with the terms and conditions of each of the Subscription Agreements.

INTRODUCTION

Reference is made to the announcements of SinoMab BioScience Limited (the ‘‘Company’’) dated 2 November 2022 and 7 November 2022 (the ‘‘Announcements’’) in relation to the subscriptions of new shares of the Company under general mandate. Capitalised terms used in this announcement shall have the same meanings as defined in the Announcements unless otherwise stated.

COMPLETION OF SUBSCRIPTIONS OF NEW SHARES

The Board is pleased to announce that as the condition precedent as set out in each of the Subscription Agreements has been fulfilled, the Completion took place on 16 November 2022 in accordance with the terms and conditions of each of the Subscription Agreements. An aggregate of 28,680,000 Shares, representing (i) approximately 2.85% of the issued share capital of the Company immediately before the Completion; and (ii) approximately 2.78% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares, have been allotted and issued to the Subscribers at the Subscription Price of HK$1.78 per Subscription Share. The net proceeds from the Subscriptions of approximately HK$50,890,400 will be applied in manner as disclosed in the Announcements.

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EFFECT ON THE SHAREHOLDING STRUCTURE OF THE COMPANY

The following table illustrates the shareholding structure of the Company (i) immediately before the Completion; and (ii) immediately after the Completion:

Name of Shareholder Mr. Jing Qiang1 Apricot Entities2 Hainan Haiyao Co., Ltd. (海南海藥股份有限公司)3 Skytech Technology Limited4 Public Shareholders Subscriber A Subscriber B Other Public Shareholders Total:	Immediately before the Completion No. of Shares Approximate % 72,823,636 7.24 212,879,400 21.16 158,882,115 15.79 129,729,200 12.89 — — — — 431,926,049 42.92 1,006,240,400 100.00	Immediately after the Completion No. of Shares Approximate % 72,823,636 7.04 212,879,400 20.57 158,882,115 15.35 129,729,200 12.54 14,340,000 1.39 14,340,000 1.39 431,926,049 41.74 1,034,920,400 100.00	Immediately after the Completion No. of Shares Approximate % 72,823,636 7.04 212,879,400 20.57 158,882,115 15.35 129,729,200 12.54 14,340,000 1.39 14,340,000 1.39 431,926,049 41.74 1,034,920,400 100.00
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Notes:

1. 46,711,640 Shares of which were held through his wholly owned company, Grogene Technology Limited ( 格 擎生物科 技 有 限公司 ). Mr. Jing QIANG is the spouse of Ms. Wenyi LIU, a non-executive Director.

2. Shares held by Apricot Capital (上 海 杏 澤投 資管理有 限公司 ) and Shanghai Yueyi Investment Centre (Limited Partnership)* (上 海 月溢 投 資中 心 (有 限合夥 )) are through Apricot Oversea Holdings Limited, West Biolake Holdings Limited, Apricot BioScience Holdings, L.P., Le Rong Limited and Zliverland Holdings Limited (collectively, the ‘‘Apricot Entities’’), which are ultimately controlled by Ms. Wenyi LIU, a non-executive Director. Ms. Wenyi LIU is the spouse of Mr. Jing QIANG.

3. Pursuant to a share charge where Hainan Haiyao Co., Ltd ( 海南海 藥股份有 限公司 ) (‘‘Hainan Haiyao’’) charged 158,882,115 Shares to China Citic Bank Co., Ltd., Haikou Branch (‘‘China Citic Bank’’), China Citic Bank had a security interest in 158,882,115 Shares which were beneficially owned by Hainan Haiyao.

4. Skytech Technology Limited is a company wholly owned by Dr. Shui On LEUNG, an executive Director and the chairman of the Company.

5. For identification purpose only

By Order of the Board SinoMab BioScience Limited Dr. Shui On LEUNG

Executive Director, Chairman and Chief Executive Officer

Hong Kong SAR, 16 November 2022

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As at the date of this announcement, the executive director of the Company is Dr. Shui On LEUNG, the non-executive directors of the Company are Dr. Haigang CHEN, Mr. Xun DONG, Ms. Wenyi LIU, Ms. Jie LIU and Mr. Lei SHI, and the independent non-executive directors of the Company are Mr. George William Hunter CAUTHERLEY, Mr. Ping Cho Terence HON, Dr. Chi Ming LEE and Mr. Dylan Carlo TINKER.

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