1.Date of occurrence of the event:2022/11/24
2.Company name:OBI Pharma Inc.
3.Relationship to the Company (please enter ”head office” or ”subsidiaries”):Head office
4.Reciprocal shareholding ratios:Not applicable
5.Cause of occurrence:To share the business results of Obigen Pharma Inc. (hereinafter referred to as “Obigen”), the Company’s Board of Directors decide to forfeit part of the preemptive rights of Obigen’s 2022 cash capital increase and distribute the rights to shareholders of OBI.
6.Countermeasures:None
7.Any other matters that need to be specified:
(1)Obigen issues 30,000,000 shares with a par value of NT$10 per share and an issue price of NT$32 through its 2022 cash capital increase. The total fund raised is expected to be NT$960,000 thousand to support Phase II/III clinical trial of OBI-858 and enrich working capital. Pursuant to Article 267 of the Company Act, 10% of the total new shares, 3,000,000 shares, are reserved for employees who are eligible. Other 90% of the total new shares, 27,000,000 shares, will be subscribed by original shareholders based on the shareholding ratio stated on the register of shareholders on the reference date. The preemptive rights of OBI are 16,785,521 shares based on the shareholding percentage.
(2)Considering that OBI still need to save funds to support new drug research and development and working capital, to coordinate with Obigen’s future plan of shareholding dispersal after IPO, and to attract strategic investors that is beneficial to Obigen’s long-term development in the future, the Company’s Board of Directors decide to subscribe 7,812,500 shares (Issue price NT$32 per share, NT$250,000 thousand in total) and forfeit 8,973,021 shares of Obigen’s 2022 cash capital increase. To share the business results of Obigen, the Company’s Board of Directors also decide to request Obigen to distribute the preemptive rights of above-mentioned 8,973,021 shares to shareholders of OBI. Based on the shareholding ratio stated on the register of shareholders on the book closure date, each thousand shares of OBI bears the subscription rights for 39.1357 shares of Obigen. The Chairman of Obigen is authorized to contact specific persons for purchase at the issue price for shares unsubscripted by shareholders or fractional shares.
(3)The Company’s shareholding ratios of Obigen will decrease from 62.17% to 51.94% after the forfeiture of part of the preemptive rights of Obigen’s 2022 cash capital increase.
(4)The Chairman of the Company is authorized to decide any other matters not covered herein related to the forfeiture of subscription of Obigen’s 2022 cash capital increase, which will be sent to 2023 Annual Shareholders’ Meeting for ratification.