On June 30, 2021 HUTCHMED (China) Limited ("HUTCHMED" or the "Company") (Nasdaq/AIM: HCM) reported the listing of its ordinary shares ("Shares") on the Main Board of the Stock Exchange of Hong Kong Limited (the "SEHK") under the stock code "13" and the closing of its previously-announced primary offering of 104,000,000 new ordinary shares on the SEHK (the "Offer Shares"), which comprises an international offering of 91,000,000 Offer Shares ("International Offering") and a Hong Kong public offering of 13,000,000 Offer Shares (the "Hong Kong Public Offering", and together with the International Offering, the "Global Offering") (Press release, Hutchison China MediTech, JUN 30, 2021, View Source [SID1234586914]).
The gross proceeds to the Company from the Global Offering, before deducting underwriting fees and the offering expenses, were approximately HK$4.17 billion. In addition, the Company has granted the international underwriters an over-allotment option, exercisable from June 30, 2021 until 30 days after the last day for lodging applications under the Hong Kong Public Offering, to require the Company to issue up to an additional 15,600,000 new Shares at the Offer Price (defined below).
The Company entered into cornerstone investment agreements with investors affiliated with The Carlyle Group, Canada Pension Plan Investment Board, General Atlantic, HBM Healthcare Investments and CICC Grandeur Fund. Pursuant to such agreements, they subscribed for a total of 63,215,500 Offer Shares, representing approximately 61% of the Offer Shares offered under the Global Offering (assuming the over-allotment option is not exercised).
With effect upon the listing of the Shares on the Main Board of the SEHK, the board of directors of the Company has adopted the Hong Kong Corporate Governance Code (as set out in Appendix 14 to the Rules Governing the Listing of Securities on the SEHK), in replacement of the UK Corporate Governance Code (published by the UK Financial Reporting Council on July 15, 2018). The Company’s updated corporate governance statement of compliance is available on the Company’s website at View Source
As announced on June 23, 2021, the final offer price for both the International Offering and the Hong Kong Public Offering (the "Offer Price") had been set at HK$40.10 per Share, which is equivalent to approximately US$25.82 per American depositary share ("ADS") or £3.70 per Share. Each ADS represents five ordinary shares of the Company.
Morgan Stanley Asia Limited, Jefferies Hong Kong Limited and China International Capital Corporation Hong Kong Securities Limited are the joint sponsors for the Global Offering.
Information about the Global Offering
Sales of Shares outside of Hong Kong (other than certain Shares which were sold to investors in reliance on Regulation S or another exemption from the registration requirements of the U.S. Securities Act of 1933) initially offered in the United States and sold outside the United States that may be resold from time to time in the United States were offered pursuant to an automatically effective shelf registration statement that was previously filed with the U.S. Securities and Exchange Commission (the "SEC"). A preliminary prospectus supplement and final prospectus supplement relating to and describing the terms of the Global Offering were filed with the SEC and are available on the SEC’s website at www.sec.gov. An electronic version of the prospectus supplement and the accompanying prospectus relating to these securities, as filed with the SEC, may be obtained for free by mailing the request to: Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department, or E-mail: [email protected]; Jefferies Hong Kong Limited, Email: [email protected]; and China International Capital Corporation Hong Kong Securities Limited, Email: [email protected]
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Global Offering Use of Proceeds
The net proceeds from the Global Offering to be received by the Company are estimated to be approximately HK$3,950 million (assuming the over-allotment option is not exercised), based on the Offer Price of HK$40.10, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company currently intends to apply such net proceeds for the following purposes:
approximately HK$1,975 million (or approximately 50% of the net proceeds) to advance the Company’s late-stage clinical programs for savolitinib, surufatinib, fruquintinib, HMPL-689 and HMPL-523 through registration trials and potential NDA submissions;
approximately HK$395 million (or approximately 10% of the net proceeds) to support further proof-of-concept studies and fund continued expansion of the Company’s product portfolio in cancer and immunological diseases through internal research, including the development cost of early-clinical and preclinical-stage pipeline drug candidates;
approximately HK$790 million (or approximately 20% of the net proceeds) to further strengthen the Company’s integrated capabilities across commercialization, clinical and regulatory and manufacturing;
approximately HK$593 million (or approximately 15% of the net proceeds) to fund potential global business development and strategic acquisition opportunities to complement the Company’s internal research and development activities; and
approximately HK$197 million (or approximately 5% of the net proceeds) for working capital, expanding internal capabilities globally and in China, and general corporate purposes.