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RNS Number : 7024A
Hutchison China Meditech Limited
23 January 2020
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
Chi-Med Announces Pricing of US$110 Million Public Offering of
ADSs
London: Thursday, January 23, 2020: Hutchison China MediTech
Limited ("Chi-Med") (AIM/Nasdaq: HCM) announced today the pricing
of the underwritten public offering previously announced by Chi-Med
on January 21, 2020. Chi-Med will issue and sell 4,400,000 American
Depositary Shares ("ADSs"), each representing five ordinary shares,
par value US$0.10 each, of Chi-Med at a price of US$25.00 per ADS
on the Nasdaq Global Select Market ("Offering"). The gross proceeds
to Chi-Med from the Offering, before deducting underwriting
discounts and commissions and other offering expenses, are expected
to be approximately US$110 million. In addition, Chi-Med has
granted the underwriters a 30-day option to purchase up to an
additional 660,000 ADSs at the public offering price, less
underwriting discounts and commissions. The Offering is expected to
close on January 27, 2020, subject to customary closing
conditions.
Chi-Med will receive all of the net proceeds from the sale of
ADSs in the Offering, which it intends to use primarily to fund its
ongoing research and clinical development efforts and expand its
commercialization capabilities.
BofA Securities, Inc., Goldman Sachs (Asia) L.L.C. and Morgan
Stanley & Co. LLC (in alphabetical order) are acting as joint
global coordinators and joint bookrunners for the Offering.
Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. are
acting as joint bookrunners, and Canaccord Genuity LLC, CLSA
Limited and Panmure Gordon (UK) Limited are acting as
co-managers.
About Chi-Med
Chi-Med (AIM/Nasdaq: HCM) is an innovative biopharmaceutical
company which researches, develops, manufactures and markets
pharmaceutical products. Its Innovation Platform, Hutchison
MediPharma, has about 500 scientists and staff focusing on
discovering, developing and commercializing targeted therapeutics
and immunotherapies in cancer and autoimmune diseases. It has a
portfolio of eight cancer drug candidates currently in clinical
studies around the world. Chi-Med's Commercial Platform
manufactures, markets, and distributes prescription drugs and
consumer health products, covering an extensive network of
hospitals across China.
Chi-Med is headquartered in Hong Kong and is dual-listed on the
AIM market of the London Stock Exchange and the Nasdaq Global
Select Market. For more information, please visit:
www.chi-med.com.
Information about the Offering
The Offering is being made pursuant to a shelf registration
statement on Form F-3 filed by Chi-Med with the United States
Securities and Exchange Commission ("SEC") that became
automatically effective on April 3, 2017. A preliminary prospectus
supplement relating to and describing the terms of the Offering was
filed with the SEC on January 21, 2020. The final prospectus
supplement relating to the Offering will be filed with the SEC and
will be available on the SEC's website at www.sec.gov. Before you
invest, you should read the registration statement, prospectus
supplement and other documents the issuer has filed with the SEC
for more complete information about Chi-Med and the Offering. When
available, copies of the final prospectus supplement and the
accompanying prospectus relating to the Offering may be obtained
from BofA Securities, Inc., NC1-004-03-43, 200 North College
Street, 3rd floor, Charlotte, North Carolina 28255-0001, Attention:
Prospectus Department, or e-mail: dg.prospectus_requests@baml.com;
or Goldman Sachs & Co. L.L.C., Attention: Prospectus
Department, 200 West Street, New York, New York 10282, telephone:
866-471-2526; or Morgan Stanley & Co. LLC, Attention:
Prospectus Department, 180 Varick Street, 2nd Floor, New York, New
York 10014.
This announcement is not directed to, or intended for
distribution or use by, any person or entity that is a citizen or
resident or located in any locality, state, country or other
jurisdiction where such distribution, publication, availability or
use would be contrary to law or regulation or which would require
any registration or licensing within such jurisdiction.
The 22,000,000 new ordinary shares to be issued by Chi-Med
pursuant to the Offering ("New Shares") will, when issued, be
credited as fully paid and will rank pari passu in all respects
with the existing ordinary shares of Chi-Med, including the right
to receive all dividends and other distributions declared, made or
paid in respect of such shares after the date of issue of the New
Shares.
Application will be made to the London Stock Exchange for the
New Shares to be admitted to the AIM market operated by the London
Stock Exchange ("Admission"). It is expected that Admission will
become effective at 8:00 a.m. on January 28, 2020.
Following admission of the 22,000,000 New Shares to trading on
AIM, the issued share capital of Chi-Med will consist of
688,906,450 ordinary shares of US$0.10 each, with each share
carrying one right to vote and with no shares held in treasury.
This figure of 688,906,450 may be used by shareholders as the
denominator for the calculations by which they could determine if
they are required to notify their interest in, or a change to their
interest in, Chi-Med under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules. For illustrative
purposes only, the 688,906,450 ordinary shares would be equivalent
to 688,906,450 depositary interests (each equating to one ordinary
share) which are traded on AIM or, if the depositary interests were
converted in their entirety, equivalent to 137,781,290 ADSs (each
equating to five ordinary shares) which are traded on the Nasdaq
Global Select Market.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) No 596/2014.
Forward-Looking Statements
This announcement contains forward-looking statements within the
meaning of the "safe harbor" provisions of the U.S. Private
Securities Litigation Reform Act of 1995. These forward-looking
statements reflect Chi-Med's current expectations regarding future
events, including its management plans and objectives.
Forward-looking statements involve risks and uncertainties. Such
risks and uncertainties include, among other things, the
possibility that the closing conditions for the Offering will not
be satisfied. More information about such risks and uncertainties
is contained or incorporated by reference in the preliminary
prospectus supplement and the accompanying prospectus related to
the Offering filed with the SEC. Existing and prospective investors
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. For further
discussion of these and other risks, see Chi-Med's filings with the
SEC and on AIM. None of Chi-Med, BofA Securities, Inc., Goldman
Sachs (Asia) L.L.C. and Morgan Stanley & Co. LLC undertakes any
obligation to update or revise the information contained in this
announcement whether as a result of new information, future events
or circumstances or otherwise.
Important Notice
No prospectus required for the purposes of Regulation (EU)
2017/1129 (the "Prospectus Regulation") or admission document for
the purposes of the AIM Rules for Companies will be made available
in connection with the matters contained in this announcement.
In any Member State of the European Economic Area, this
announcement is only addressed to and directed at persons who are
"Qualified Investors" within the meaning of Article 2(e) of the
Prospectus Regulation. The ADSs are only available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise
acquire such securities will be engaged in only with Qualified
Investors. This announcement should not be acted upon or relied
upon in any Member State of the European Economic Area by persons
who are not Qualified Investors.
In addition, this communication, in so far as it constitutes an
invitation or inducement to enter into investment activity (within
the meaning of s21 Financial Services and Markets Act 2000 as
amended) in connection with the securities which are the subject of
the Offering described in this announcement or otherwise, is being
directed only at persons who (i) are outside the United Kingdom or
(ii) have professional experience in matters relating to
investments falling within Article 19(5) (investment professionals)
of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order") or (iii) are persons falling
within Article 49(2)(a) to (d) (high net worth companies,
unincorporated associations etc.) of the Order; or (iv) are persons
to whom an invitation or inducement to engage in investment
activity (within the meaning of section 21 of the Financial
Services and Markets Act 2000) in connection with the issue or sale
of any securities may otherwise lawfully be communicated or caused
to be communicated (all such persons in (i) to (iv) together being
referred to as "relevant persons"). This announcement is directed
only at relevant persons and must not be acted on or relied on in
the United Kingdom by persons who are not relevant persons. Any
investment or investment activity to which this announcement
relates is available only to relevant persons and will be engaged
in only with relevant persons.
In connection with the Offering, the underwriters may conduct
stabilization activities with respect to the ADSs on Nasdaq, in the
over-the-counter market or otherwise, to support the market price
of the ADSs at a higher level than that which might otherwise
prevail in the open market, in compliance with all applicable laws
and regulations, including Regulation M under the U.S. Securities
Exchange Act of 1934, as amended. These activities may include
short sales, stabilizing transactions and purchases of ordinary
shares or ADSs to cover positions created by short sales. Any
stabilization action may begin on the date of the final prospectus
supplement and, if begun, may be ended at any time but must end no
later than 30 calendar days thereafter (the "Stabilization
Period"). However, there is no obligation on the underwriters (or
any person acting for them) to conduct any such stabilizing
activities, and the stabilization activities may be discontinued at
any time. All stabilization activities will be conducted by Goldman
Sachs & Co. L.L.C. as stabilization manager (or persons acting
on its behalf).
In connection with the Offering, the underwriters may, for
stabilization purposes, over-allocate ADSs up to a maximum of 15%
of the total number of ADSs comprised in the Offering. For the
purposes of allowing them to cover short positions resulting from
any such over-allotments and/or from sales of ADSs effected by it
during the Stabilization Period, Chi-Med has granted the
underwriters the right to purchase or procure purchasers for
additional ADSs up to a maximum of 15% of the total number of ADSs
comprised in the Offering (the "Over-allotment ADSs") at the public
offering price, less the underwriting discount. The underwriters'
right will be exercisable in whole or in part, upon notice by the
underwriters, at any time within 30 days of the date of the final
prospectus supplement. Any Over-allotment ADSs made available
pursuant to the underwriters' right will be sold on the same terms
and conditions as the ADSs being offered pursuant to the Offering
and will rank pari passu in all respects with, and form a single
class with, the other ADSs.
CONTACTS
Investor Enquiries
Mark Lee, Senior Vice President +852 2121 8200
Annie Cheng, Vice President +1 (973) 567 3786
David Dible, Citigate Dewe Rogerson +44 7967 566 919 (Mobile)
david.dible@citigatedewerogerson.com
Xuan Yang, Solebury Trout +1 (415) 971 9412 (Mobile)
xyang@troutgroup.com
Media Enquiries
UK & Europe - Anthony Carlisle, +44 7973 611 888 (Mobile)
Citigate Dewe Rogerson anthony.carlisle@cdrconsultancy.co.uk
Americas - Brad Miles, Solebury Trout +1 (917) 570 7340 (Mobile)
bmiles@troutgroup.com
Hong Kong & Asia ex-China - Joseph Chi Lo, +852 9850 5033 (Mobile)
Brunswick jlo@brunswickgroup.com
- Zhou Yi, +852 9783 6894 (Mobile)
Brunswick yzhou@brunswickgroup.com
Mainland China - Sam Shen, Edelman +86 136 7179 1029 (Mobile)
sam.shen@edelman.com
Nominated Advisor
Atholl Tweedie, Panmure Gordon (UK) Limited +44 (20) 7886 2500
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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January 23, 2020 02:35 ET (07:35 GMT)
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