Fosun Pharma to Privatise Henlius for HKD5.407 Billion Integrating Innovative Assets to Further Concentrate on Pharmaceutical Manufacturing Business

(Shanghai, China) On June 24, 2024, Shanghai Fosun Pharmaceutical (Group) Co., Ltd.(“Fosun Pharma”; stock code: 600196. SH, 02196. HK) announced its plan to privatise its subsidiary, Shanghai Henlius Biotech, Inc. (“Henlius”; stock code: 02696.HK), by way of merger by absorption.

The cash consideration for this merger is HKD24.6 per share, with a premium of approximately 36.67% over the closing price per H Share on the Stock Exchange on the Undisturbed Date; with a premium of approximately 52.04% over the average closing price based on the daily closing prices of H Shares as quoted on the Stock Exchange for the 30 trading days immediately prior to and including the Undisturbed Date; The total cash consideration for the merger will not exceed approximately HKD5.407 billion or the equivalent in RMB.

Henlius, as a core innovative asset of Fosun Pharma, will benefit fromsustainable growth and enhance Fosun Pharma’s strategic goals in the innovative biopharmaceutical sectors upon the completion of the transaction.

Henlius is a global biopharmaceutical company with the vision to offer high-quality, affordable, and innovative biologic medicines for patients worldwide with a focus on oncology, autoimmune diseases, and ophthalmic diseases.Up to date, 5 products have been launched in China, 3 have been approved for marketing in overseas markets, and 23 indications are approved worldwide, including HANLIKANG (rituximab), the first China-developed biosimilar, HANQUYOU (trastuzumab, trade name: HERCESSI™ in the U.S., Zercepac® in Europe), a China-developed mAb biosimilar approved in China, Europe and U.S., and HANSIZHUANG (serplulimab), the world’ s first anti-PD-1 mAb for the first-line treatment of SCLC.In 2023, Henlius achieved a revenue of RMB5.395 billion and a net profit of RMB546 million, marking its first profitable year.

Fosun Pharma, a global innovation-driven pharmaceutical and healthcare industry group, has developed in line with the high-quality development of China’s pharmaceutical and healthcare industry with a focus on patients and scientific and technological innovation for 30 years. To meet the unmet clinical needs, Fosun Pharma has formed a diversified and multi-level innovation models such as independent R&D, cooperative development, license-in, and in-depth incubation, focusing on core therapeutic areas such as tumors (solid tumors and hematologic tumors), immunology, central nervous system, and chronic diseases (liver disease/metabolism/kidney disease). Fosun Pharma accelerated the R&D and launch of innovative technologies and products, and promoted high-quality development of the company.

In 2023, Fosun Pharma recorded a revenue of RMB41.4 billion, with the pharmaceutical manufacturing segment as its core business contributing RMB30.222 billion. The revenue from key products such as HANSIZHUANG (serplulimab Injection), trastuzumab injection (trade name in Chinese mainland: HANQUYOU), and SUKEXIN (avatrombopag maleate tablets) maintained rapid growth, continuously advancing the company’s innovation transformation.