Without the consent of independent H-share shareholders, Henlius privatization terminated

January 27, 2025  Source: drugdu 52

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On January 22, Fosun Pharma issued an evening announcement stating that the special resolution on the privatization of Henlius by its holding subsidiary Fosun New Drug through absorption merger was not approved at the H-share class shareholders' meeting. Therefore, the absorption merger will not be implemented and Henlius will retain its H-share listing status.

The announcement showed that the proposal was mainly opposed by small and medium-sized shareholders. At the interim shareholders' meeting of Henlius, it was approved by more than two-thirds (including the number) of shareholders with voting rights who attended the meeting, but at the class shareholders' meeting where only H-share shareholders had voting rights, the proportion of dissenting votes reached 19.25%, exceeding the 10% upper limit stipulated in the acquisition regulations.

Fosun Pharma said that it regretted the failure of the Henlius privatization proposal and fully respected the decision of all shareholders. Fosun Pharma will continue to support Henlius' long-term and healthy development.

Looking at the repurchase privatization process, in June last year, Fosun Pharma announced plans to acquire and cancel all Fuhong Hanlin shares held by other existing shareholders of Fuhong Hanlin in cash or stock exchange, with a cash price of 24.6 yuan per H share, and the total transaction amount will not exceed approximately HK$5.407 billion or the equivalent in RMB.

After the absorption and merger is completed, Fosun New Drug will inherit and take over all assets, liabilities, equity, business, personnel, contracts and all rights and obligations of Fuhong Hanlin, and the legal entity of Fuhong Hanlin will be cancelled.

Although the transaction failed, as of January 22, 2025, Fosun Pharma indirectly holds 59.56% of the equity of Fuhong Hanlin through its holding subsidiaries Fosun New Drug, Fosun Pharmaceutical Industry and Fosun Industrial, and is still its controlling shareholder.

According to information, Fuhong Hanlin was established in February 2010 and listed in September 2019. It is an innovative biopharmaceutical platform under Fosun Pharma, focusing on the research and development and commercialization of monoclonal antibody drugs. The company's products include tumors, autoimmune diseases, ophthalmic diseases and other fields.

Financial data show that Fuhong Hanlin achieved its first profit since its listing in 2023, with revenue of 5.395 billion yuan, a year-on-year increase of 67.8%, and net profit of 546 million yuan, a year-on-year increase of 178.53%; in the first half of 2024, Fuhong Hanlin's operating income was 2.746 billion yuan, a year-on-year increase of 9.75%, and net profit was 386 million yuan, a year-on-year increase of 60.97%.

Although the performance is good, Fuhong Hanlin's stock price is relatively sluggish. Before the announcement of the termination of privatization, Fuhong Hanlin's stock price had fallen for 10 consecutive trading days. At the close of today, the stock price was HK$15.74 per share, a cumulative drop of more than 30%, and the total market value was HK$8.555 billion.

It is reported that Fosun Pharma has been losing weight continuously. In addition to the intention to privatize Fosun Pharma, Fosun Tourism Group was officially announced to be privatized and delisted in December last year.

https://cdnh5.laohucaijing.com/

By editor
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