China Biotech Services Holdings Limited Announces Capital Injection Agreement with Hubei Weiyou

Strategic Insights -

On August 5, 2024, China Biotech Services Holdings Limited issued a statement announcing a Capital Injection Agreement between the Company, Hubei Weiyou, and Dynamic Healthcare. The agreement states that Hubei Weiyou will contribute up to RMB242,307,600 (approximately HK$261,692,208) to Pengbo (Hainan) to subscribe for 35% of the registered capital, with RMB80,769,200 (approximately HK$87,230,736) accounted for as registered capital and the remaining balance of RMB161,538,400 (approximately HK$174,461,472) standing to the credit of the Share Premium Account.

Under the agreement, Hubei Weiyou will also enter into an Offshore Warrant Subscription Agreement with Dynamic Healthcare, granting a warrant to Hubei Weiyou to subscribe for Class A preference shares of Dynamic Healthcare at an aggregate purchase price of RMB242,307,600 (approximately HK$261,692,208). The warrant will be exercisable for a period of up to two years, or until Dynamic Healthcare initiates a public listing or complete acquisition.

Key Takeaways:

  • The Capital Injection Agreement involves Hubei Weiyou contributing up to RMB242,307,600 (approximately HK$261,692,208) to Pengbo (Hainan) to subscribe for 35% of the registered capital.
  • RMB80,769,200 (approximately HK$87,230,736) will be accounted for as registered capital, while the remaining balance of RMB161,538,400 (approximately HK$174,461,472) will stand to the credit of the Share Premium Account.
  • Hubei Weiyou will enter into an Offshore Warrant Subscription Agreement with Dynamic Healthcare to grant warrants to subscribe for Class A preference shares of Dynamic Healthcare at an aggregate purchase price of RMB242,307,600 (approximately HK$261,692,208).
  • The warrant will be exercisable for up to two years, or until Dynamic Healthcare initiates a public listing or complete acquisition.
  • The agreement aims to align the shareholding percentage and shareholder rights of Hubei Weiyou in Dynamic Healthcare with those in Pengbo (Hainan) prior to the exit of Hubei Weiyou from Pengbo (Hainan) after the ODI Registration.

Statistics:

  • The total contribution amount of RMB242,307,600 (approximately HK$261,692,208) is equivalent to 67.28% of the current registered capital of RMB360,000 (approximately HK$391,920).
  • The registered capital of Pengbo (Hainan) will be increased from RMB150,000,000 (approximately HK$162,000,000) to RMB230,969,200 (approximately HK$249,446,736).
  • The warrant granted to Hubei Weiyou will entitle the holder to subscribe for up to 35% of the total issued share capital of Dynamic Healthcare.

Sources:

  • https://www1.hkexnews.hk/listedco/listconews/gem/2024/0806/2024080600029.pdf