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SinoMab BioScience Limited Share Issue/Capital Change 2025

May 29, 2025

50863_rns_2025-05-29_80567136-893d-44f4-a59e-91a128edd806.pdf

Share Issue/Capital Change

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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 notice, 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 document.

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SINOMAB

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 29 May 2025 in accordance with the terms and conditions of each of the Subscription Agreements.

INTRODUCTION

Reference is made to the announcement of SinoMab BioScience Limited (the "Company") dated 13 May 2025 (the "Announcement") 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 Announcement unless otherwise stated. The terms of each of the Subscription Agreements are identical except for the name and details of the Subscribers.

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 29 May 2025 in accordance with the terms and conditions of each of the Subscription Agreements. An aggregate of 112,810,817 Shares, representing (i) approximately $10.33\%$ of the issued share capital of the Company immediately before the Completion; and (ii) approximately $9.37\%$ of the issued share capital of the Company as enlarged by the issue of the Subscription Shares, have been issued to the Subscribers at the Subscription Price of HK$1.10 per Subscription Share. The net proceeds from the Subscriptions of approximately HK$123,956,911 will be applied in manner as disclosed in the Announcement.


EFFECT ON SHAREHOLDING STRUCTURE

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

Name of Shareholders Immediately before the Completion Immediately after the Completion
No. of Shares Appropriate % No. of Shares Appropriate %
Apricot Entities^{1} 193,546,413 17.73 193,546,413 16.07
Hainan Haiyao Co., Ltd.
(海南海藥股份有限公司)^{2} 158,882,115 14.55 158,882,115 13.19
Skytech Technology Limited^{3} 129,729,200 11.88 129,729,200 10.77
Mr. Jing QIANG^{4} 72,823,636 6.67 72,823,636 6.05
Public Shareholders
Subscribers 112,810,817 9.37
Other Public Shareholders 536,773,755 49.17 536,773,755 44.56
Total 1,091,755,119 100.00 1,204,565,936 100.00

Notes:
1. Shares held by Apricot Capital (上海杏潭投資管理有限公司) 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 and West Biolake Holdings Limited (collectively, the “Apricot Entities”), which are ultimately controlled by Dr. Wenyi LIU, a former non-executive Director. Dr. Wenyi LIU is the spouse of Mr. Jing QIANG.
2. 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.
3. Skytech Technology Limited is a company wholly owned by Dr. Shui On LEUNG, an executive Director and the chairman of the Company.
4. 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 Dr. Wenyi LIU, a former non-executive Director.

By Order of the Board

SinoMab BioScience Limited

Dr. Shui On LEUNG

Executive Director, Chairman and Chief Executive Officer

Hong Kong SAR, 29 May 2025

As at the date of this announcement, the executive directors of the Company are Dr. Shui On LEUNG and Mr. Shanchun WANG, the non-executive directors of the Company are Dr. Haigang CHEN, Mr. Xun DONG, Ms. Xiaosu WANG and Dr. Jianmin ZHANG, 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.