2023-06-15

YSB Inc. Global Offering

By Sudarat

HONG KONG, Jun 15, 2023 – (ACN Newswire via SEAPRWire.com) – YSB Inc. (the “Company”; Stock code: 9885) announced the details of its global offering (the “Global Offering”) and its proposed listing on the Main Board of The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

Highlights of the Global Offering:
— Number of Offer Shares under the Global Offering: 15,808,800 Shares (subject to the Over-allotment Option).
— Number of Hong Kong Public Offer Shares: 1,581,200 Shares (subject to reallocation).
— Number of International Offer Shares: 14,227,600 Shares (subject to reallocation and the Over-allotment Option).
— Maximum Offer Price: HK$23.00 per Share plus brokerage of 1.0%, SFC transaction levy of 0.0027%, AFRC transaction levy of 0.00015% and Stock Exchange trading fee of 0.00565% (payable in full on application in Hong Kong Dollars, subject to refund).
— The Hong Kong Public Offering commences at 9:00 a.m. on Thursday, June 15, 2023 and is expected to close at 12:00 noon (at 11:30 a.m. for HK eIPO White Form applications) on Tuesday, June 20, 2023.
— Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, June 28, 2023.
— The stock code of the Shares is 9885.
— Shares of the Company will be traded in board lots of 200 Shares each.
— China International Capital Corporation Hong Kong Securities Limited is the Solo Sponsor and Sole Global Coordinator. China International Capital Corporation Hong Kong Securities Limited and CMB International Capital Limited are Joint Global Coordinators. China International Capital Corporation Hong Kong Securities Limited, CMB International Capital Limited, ICBC International Securities Limited, ABCI Capital Limited and Fosun International Securities Limited are the Joint Bookrunners. China International Capital Corporation Hong Kong Securities Limited, CMB International Capital Limited, ICBC International Securities Limited, ABCI Securities Company Limited, Fosun International Securities Limited, Futu Securities International (Hong Kong) Limited, Tiger Brokers (HK) Global Limited and Valuable Capital Limited are the Joint Lead Managers.

The Global Offering comprises a total of 15,808,800 Shares (subject to the Over-allotment Option), consisting of initially 1,581,200 Hong Kong Offer Shares (subject to reallocation) and 14,227,600 International Offer Shares (subject to reallocation and the Over-allotment Option).

The Hong Kong Public Offering commences at 9:00 a.m. on Thursday, June 15, 2023 and is expected to close at 12:00 noon (or at 11:30 a.m. for HK eIPO White Form applications) on Tuesday, June 20, 2023. Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, June 28, 2023. Shares of the Company will be traded in board lots of 200 Shares each and the stock code of the Shares will be 9885.

The Company is expected to grant to the International Underwriters the Over-allotment Option, exercisable by the Sole Overall Coordinator (on behalf of the International Underwriters) at any time from the Listing Date until 30 days after the last day for lodging applications under the Hong Kong Public Offering (being Thursday, 20 July 2023), pursuant to which the Company may be required to issue up to an aggregate of 2,371,200 Shares, representing not more than 15% of the number of Offer Shares initially available under the Global Offering, at the Offer Price, to cover over-allocations in the International Offering, if any.

Assuming that the Over-allotment Option is not exercised, after deducting the underwriting commissions and other estimated offering expenses payable by us in connection with the Global Offering, and assuming an Offer Price of HK$21.00 per Share (being the mid-point of the Offer Price), the Company estimates that it will receive gross proceeds of approximately HK$332.0 million from the Global Offering, and net proceeds of approximately HK$253.6 million from the Global Offering. The Company intends to use the net proceeds from the Global Offering for the following purposes:

— Approximately 45% of the net proceeds, or approximately HK$114.1 million, is expected to be used to further develop the Company’s pharmaceutical circulation business;
— Approximately 25% of the net proceeds, or approximately HK$63.4 million, is expected to be used to further develop other businesses of the Company;
— Approximately 22% of the net proceeds, or approximately HK$55.8 million, is expected to be used for research and development; and
— Approximately 8% of the net proceeds or approximately HK$20.3 million is expected to be used for working capital and general corporate purposes.

The Company has entered into a cornerstone investment agreement (“Cornerstone Investment Agreement”) with the cornerstone investor ZGC INTERNATIONAL LIMITED (“Cornerstone Investor”), pursuant to which the Cornerstone Investor has agreed to (subject to certain conditions) subscribe, or cause its designated entities to subscribe, for such number of Offer Shares (rounded down to the nearest whole board lot of 200 Shares) that may be purchased at the Offer Price of an aggregate amount of up to approximately US$12.8 million (approximately HK$100.3 million) (exclusive of brokerage, SFC transaction levy, AFRC transaction levy and Stock Exchange trading fee) (“Cornerstone Investment” or “Cornerstone Placing”). The Cornerstone Placing will form part of the International Offering, and Cornerstone Investor will not acquire any Offer Shares under the Global Offering (other than pursuant to the Cornerstone Investment Agreement). The Offer Shares to be acquired by the Cornerstone Investor will rank pari passu in all respects with the fully paid Shares in issue and will be counted towards the public float of the Company under Rule 8.24 of the Listing Rules.

China International Capital Corporation Hong Kong Securities Limited is the Solo Sponsor and Sole Global Coordinator. China International Capital Corporation Hong Kong Securities Limited and CMB International Capital Limited are Joint Global Coordinators. China International Capital Corporation Hong Kong Securities Limited, CMB International Capital Limited, ICBC International Securities Limited, ABCI Capital Limited and Fosun International Securities Limited are the Joint Bookrunners. China International Capital Corporation Hong Kong Securities Limited, CMB International Capital Limited, ICBC International Securities Limited, ABCI Securities Company Limited, Fosun International Securities Limited, Futu Securities International (Hong Kong) Limited, Tiger Brokers (HK) Global Limited and Valuable Capital Limited are the Joint Lead Managers.

About YSB Inc.
YSB Inc. is China’s largest and fast-growing digital pharmaceutical platform serving businesses outside of hospitals in terms of total GMV (marketplace model and self-operation model combined) in 2022. As an enabler of the digitalisation of the outside-of-hospital pharmaceutical and medical service market, the Company has developed technology-backed solutions to connect and empower the upstream, including pharmaceutical companies, distributors and vendors, and the downstream, including pharmacies and primary healthcare institutions. The Company’s total GMV reached RMB37.8 billion in 2022, representing a CAGR of 38.6% from that in 2020, both the highest among leading digital pharmaceutical platforms serving businesses outside of hospitals in China. The Company serves the largest digital pharmaceutical transaction and service network as of December 31, 2022, and had the highest average number of monthly active buyers of approximately 310 thousand among digital pharmaceutical platforms serving businesses outside of hospitals in China in 2022.

Important:
1. This press release is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities. This press release is not a prospectus. Potential investors should read the Prospectus for detailed information about the Global Offering described above before deciding whether or not to invest in the Shares thereby being offered. An application to subscribe for the shares referred to in this press release by any persons shall be made solely based on the Prospectus and the application form to be issued by the Company on June 15, 2023.
2. No application to subscribe for the Shares of the Company should be made by any person nor would such application be accepted without the completion of a formal application form or other application procedure that is issued with or in respect of the shares of the Company.

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