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
Hutchison China MediTech Limited (“Chi-Med”) (AIM/Nasdaq: HCM),
announced today that the underwriters of its underwritten public
offering of American Depositary Shares ("ADSs") on the Nasdaq
Global Select Market, previously announced by Chi-Med on October
24, 2017 and October 25, 2017 (the "Offering"), have given notice
to Chi-Med that they are exercising, in full, their over-allotment
option. The underwriters have elected to purchase an additional
1,483,018 ADSs at the Offering price of US$26.50 per ADS, raising
approximately an additional US$39.3 million in gross proceeds for
the Company and bringing the total gross proceeds of the Offering
to approximately US$301.3 million. Closing of the Offering,
including the over-allotment portion, is expected to occur on
October 30, 2017. After the closing, the total number of ADSs sold
by Chi-Med in the Offering will have increased to 11,369,810.
BofA Merrill Lynch and Deutsche Bank Securities (in alphabetical
order) are acting as joint global coordinators and joint
bookrunners for the Offering. Stifel, Canaccord Genuity, Panmure
Gordon and CITIC CLSA are acting as co-managers for the
Offering.
The 741,509 new ordinary shares being issued by Chi-Med pursuant
to the underwriters’ full exercise of the over-allotment option
("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 November 2, 2017.
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. The ADSs described above are being offered by Chi-Med
pursuant to a shelf registration statement on Form F-3 (including a
base prospectus) filed by Chi-Med with the United States Securities
and Exchange Commission ("SEC") that became automatically effective
on April 3, 2017. A prospectus supplement and an accompanying
prospectus related to the Offering has been filed with the SEC.
This prospectus supplement, the accompanying prospectus and any
documents incorporated therein are available on the website of the
SEC at www.sec.gov.
No money, securities or other consideration is being solicited,
and, if sent in response to the information contained in this
announcement, will not be accepted.
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 distribution of this announcement into jurisdictions other
than the UK may be restricted by law. Persons into whose possession
this announcement come should inform themselves about and observe
any such restrictions.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014.
About Chi-Med
Chi-Med is an innovative biopharmaceutical company which
researches, develops, manufactures and sells pharmaceuticals and
healthcare products. Its Innovation Platform, Hutchison MediPharma
Limited, focuses on discovering and developing innovative
therapeutics in oncology and autoimmune diseases for the global
market. Its Commercial Platform manufactures, markets and
distributes prescription drugs and consumer health products in
China.
Chi-Med is majority owned by the multinational conglomerate CK
Hutchison Holdings Limited (SEHK: 0001). For more information,
please visit: www.chi-med.com.
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 management's goals and objectives.
Forward-looking statements involve risks and uncertainties.
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 Merrill Lynch or Deutsche Bank Securities (in
alphabetical order) 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 the Prospectus
Directive or admission document will be made available in
connection with the matters contained in this announcement. For
these purposes, the term “Prospectus Directive” means Directive
2003/71/EC (including the 2010 PD Amending Directive, to the extent
implemented in the Relevant Member States) and includes any
relevant implementing measure in the Relevant Member State and the
term “2010 PD Amending Directive” means Directive 2010/73/EU.
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 (i) investment professionals falling within
Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, or the Order, (ii) high net worth
entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order
or (iii) persons who fall within Article 43(2) of the Order to whom
it may lawfully be communicated (all such persons together each
being referred to as a “relevant person”). The ADSs are only
available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such ADSs will be engaged in only
with, relevant persons. Any person who is not a relevant person
should not act or rely on this announcement or any of its
contents.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20171027005342/en/
Investor EnquiriesMark Lee, Senior Vice President,
Corporate Finance & Development+852 2121 8200orU.K. &
International Media EnquiriesAnthony Carlisle, Citigate Dewe
Rogerson+44 7973 611 888
(Mobile)anthony.carlisle@cdrconsultancy.co.ukorU.S. Based Media
EnquiriesBrad Miles, BMC Communications+1 (917) 570 7340
(Mobile)bmiles@bmccommunications.comorSusan Duffy, BMC
Communications+1 (917) 499 8887
(Mobile)sduffy@bmccommunications.comorInvestor RelationsMatt
Beck, The Trout Group+1 (917) 415 1750
(Mobile)mbeck@troutgroup.comorDavid Dible, Citigate Dewe
Rogerson+44 7967 566 919
(Mobile)david.dible@citigatedewerogerson.comorPanmure Gordon
(UK) LimitedRichard Gray / Andrew Potts+44 (20) 7886 2500
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