BeiGene 06160 Pi Health intends to merge Pi Health Cayman by absorption and bring in outside investo

Mondo History Updated on 2024-03-06

Zhitong Financial News, BeiGene (06160) announced that it is to integrate and optimize the company and its wholly-owned subsidiary PI Health, Ltd(a company incorporated in the Cayman Islands, hereinafter referred to as "Pi Health Cayman").(a company incorporated in the State of Delaware, USA, hereinafter referred to as "PI Health") intends to use the 4179With a valuation of US$840,000, the company's wholly-owned subsidiary, PI Health Cayman, will be absorbed and merged, and the company will directly hold the corresponding equity of PI Health, and PI Health will introduce external investors to jointly promote its further operation in the development of software, analysis and research solutions in the medical and health industry, and the company's related parties will participate in this transaction, in which the shares of the company, related parties and other investors will be subscribed**.

Mutually agreed by all parties, PI Health Cayman will be awarded 4179The $840,000 valuation was absorbed by PI Health. As a result of the merger of Pi Health Cayman, the Company will hold 42,405,571 Class A preferred shares and 1,039,393 non-voting Class A-1 preferred shares of Pi Health, which will be subscribed** at a rate of 0. per share$9621. The successor company intends to present its 1,039,393 non-voting Class A-1 preferred shares at a rate of 0$9,621** transferred to RxCapital LLC.

Upon completion of the transaction, PI Health's overall post-investment valuation is 9,276For $40,000, BeiGene will hold 42,405,571 Class A preferred shares of PI Health, for a 45-stake ratio71%, less than 50%, and PI Health's Board of Directors will consist of 5 directors, with BeiGene having the authority to appoint only one director, and BeiGene has no control over PI Health's operations, financial decisions, or major economic activities, and therefore will have no control over PI Health. In summary, after the completion of this transaction, BeiGene does not control PI Health, and PI Health is not included in BeiGene's consolidated financial statements.

Upon completion of the aforementioned restructuring of PI Health, PI Health intends to issue 29,362,848 Class A Preferred Shares to Class A Preferred Stock Investors for an aggregate subscription amount of US$28,249,996, with subscriptions** of shares for Class A Preferred Shares** at a rate of 0$9621. Among them, P&O Trust (a trust for the beneficiaries including the minor children of the company's chairman and chief executive officer, Mr. Au) intends to contribute US$5 million to subscribe for 5,196,964 Class A preferred shares of PI Health.

Prior to the closing of the transaction, PI Health Cayman was a wholly owned subsidiary of the Company and planned to provide FICs (Front-End Interoperable Acquisition Software) data analytics services to the Company; After the completion of this transaction, Pi Health will continue to provide such services to the Company in a fair market manner**, and this transaction will not have a significant impact on the Company's current production and operation.

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