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HUTCHMED Announces the Closing of the Global Offering and the Primary Listing in Hong Kong Hong Kong, Shanghai, & Florham Park, NJ - Wednesday

Key Takeaway: HUTCHMED Announces the Closing of the Global Offering and the Primary Listing in Hong Kong Hong Kong, Shanghai, & Florham Park, NJ - Wednesday, June 30, 2021: HUTCHMED (China) Limited ("HUTCHMED" or the "Company") (Nasdaq/AIM: HCM) today announces the listing of its ordinary

Full Press Release Details

HUTCHMED Announces the Closing of the
Global Offering and the Primary Listing in Hong Kong
Hong Kong, Shanghai, & Florham Park, NJ
- Wednesday, June 30, 2021: HUTCHMED (China) Limited ("HUTCHMED" or the "Company") (Nasdaq/AIM: HCM)
today announces the listing of its ordinary shares ("Shares") on the Main Board of the Stock Exchange of Hong Kong Limited
(the "SEHK") under the stock code "13" and the closing of its previously-announced primary offering of 104,000,000
new ordinary shares on the SEHK (the "Offer Shares"), which comprises an international offering of 91,000,000 Offer Shares
("International Offering") and a Hong Kong public offering of 13,000,000 Offer Shares (the "Hong Kong Public Offering"
and, together with the International Offering, the "Global Offering").
The gross proceeds to the Company from the Global
Offering, before deducting underwriting fees and the offering expenses, were approximately HK$4.17 billion. In addition, the Company has
granted the international underwriters an over-allotment option, exercisable from June 30, 2021 until 30 days after the last day for lodging
applications under the Hong Kong Public Offering, to require the Company to issue up to an additional 15,600,000 new Shares at the Offer
Price (defined below).
The Company entered into cornerstone investment
agreements with investors affiliated with The Carlyle Group, Canada Pension Plan Investment Board, General Atlantic, HBM Healthcare Investments
and CICC Grandeur Fund. Pursuant to such agreements, they subscribed for a total of 63,215,500 Offer Shares, representing approximately
61% of the Offer Shares offered under the Global Offering (assuming the over-allotment option is not exercised).
With effect upon the listing of the Shares on
the Main Board of the SEHK, the board of directors of the Company has adopted the Hong Kong Corporate Governance Code (as set out in
Appendix 14 to the Rules Governing the Listing of Securities on the SEHK), in replacement of the UK Corporate Governance Code (published
by the UK Financial Reporting Council on July 15, 2018). The Company's updated corporate governance statement of compliance is
As announced on June 23, 2021, the final offer
price for both the International Offering and the Hong Kong Public Offering (the "Offer Price") was set at HK$40.10 per Share,
which is equivalent to approximately US$25.82 per American depositary share ("ADS") or 3.70 per Share. Each ADS represents
five ordinary shares of the Company.
Morgan Stanley Asia Limited, Jefferies Hong Kong
Limited and China International Capital Corporation Hong Kong Securities Limited are the joint sponsors for the Global Offering.
Information about the Global Offering
Sales of Shares outside of Hong Kong (other than
certain Shares which were sold to investors in reliance on Regulation S or another exemption from the registration requirements of the
U.S. Securities Act of 1933) initially offered in the United States and sold outside the United States that may be resold from time to
time in the United States were offered pursuant to an automatically effective shelf registration statement that was previously filed
with the U.S. Securities and Exchange Commission (the "SEC"). A preliminary prospectus supplement and final prospectus supplement
relating to and describing the terms of the Global Offering were filed with the SEC and are available on the SEC's website at www.sec.gov.
An electronic version of the prospectus supplement and the accompanying prospectus relating to these securities, as filed with the SEC,
may be obtained for free by mailing the request to: Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention:
Prospectus Department, or E-mail: prospectus@morganstanley.com; Jefferies Hong Kong Limited, Email: hkecm@jefferies.com;
and China International Capital Corporation Hong Kong Securities Limited, Email: g_prospectus@cicc.com.cn.
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.
Global Offering Use of Proceeds
The net proceeds from the Global Offering to be
received by the Company are estimated to be approximately HK$3,950 million (assuming the over-allotment option is not exercised), based
on the Offer Price of HK$40.10, after deducting estimated underwriting discounts and commissions and estimated offering expenses payable
by the Company. The Company currently intends to apply such net proceeds for the following purposes:
HUTCHMED (Nasdaq/AIM:HCM, HKEX:13) (formerly
Hutchison China MediTech) is an innovative, commercial-stage, biopharmaceutical company. It is committed to the discovery and global
development and commercialization of targeted therapies and immunotherapies for the treatment of cancer and immunological diseases. A
dedicated organization of over 1,300 personnel has advanced ten cancer drug candidates from in-house discovery into clinical studies
around the world, with its first three oncology drugs now approved. For more information, please visit: www.hutch-med.com or follow
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 HUTCHMED's current expectations regarding future events, including statements about the
Global Offering and listing, the use of proceeds and the Company's plans and objectives. Forward-looking statements involve risks
and uncertainties. More information about the risks and uncertainties faced by HUTCHMED will be contained or incorporated by reference
in the prospectus registered with the SEHK, prospectus and prospectus supplement that have been or will be filed with the SEC and the
international offering circular, in each case related to the Global Offering. 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 HUTCHMED's filings with the SEHK, SEC and on AIM. HUTCHMED undertakes no obligation to update or revise the information
contained in this announcement, whether as a result of new information, future events or circumstances or otherwise.
No prospectus required for the purposes of
Regulation (EU) 2017/1129 ("EU Prospectus Regulation") or Regulation (EU) 2017/1129 (as it forms part of retained EU law as
defined in the European Union (Withdrawal) Act 2018) ("UK Prospectus Regulation") or admission document (as defined in the
AIM Rules for Companies published by the London Stock Exchange plc) will be made available in connection with the matters contained in
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.
The distribution of this announcement into
jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession this announcement come should inform
themselves about and observe any such restrictions.
In any Member State of the European Economic
Area, this announcement is only addressed to and directed at persons who are "Qualified Investors" within the meaning of Article
2(e) of the EU Prospectus Regulation. The ADSs are only available to, and any invitation, offer or agreement to subscribe, purchase or
otherwise acquire such securities will be engaged in only with Qualified Investors. This announcement should not be acted upon or relied
upon in any Member State of the European Economic Area by persons who are not Qualified Investors.
This announcement, insofar as it constitutes
an invitation or inducement to enter into investment activity (within the meaning of section 21 of the U.K. Financial Services and Markets
Act 2000, as amended) in connection with the securities which are the subject of the Global Offering described in this announcement or
otherwise, is being directed only at (i) persons who are outside the United Kingdom or (ii) if in the United Kingdom, persons who are
qualified investors as defined in article 2(e) of the UK Prospectus Regulation who also (a) have professional experience in matters relating
to investments who fall within Article 19(5) (investment professionals) of the U.K. Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (b) fall within Article 49(2)(a) to (d) (high net worth companies, unincorporated
associations etc.) of the Order; or (iii) any other person to whom it may lawfully be communicated (all such persons in (i) to (iii) together
being referred to as "relevant persons"). This announcement is directed only at relevant persons and must not be acted on or
relied on in the United Kingdom by persons who are not relevant persons. Any investment or investment activity to which this announcement
relates is available only to relevant persons and will be engaged in only with relevant persons.
In connection with the Global Offering, Morgan
Stanley Asia Limited as stabilizing manager (the "Stabilizing Manager") (or any person acting for it), on behalf of the underwriters,
may effect transactions on the SEHK with a view to stabilizing or supporting the market price of the Shares at a level higher than that
which might otherwise prevail for a limited period after the Listing Date. However, there is no obligation on the Stabilizing Manager
(or any person acting for it) to conduct any such stabilizing action, which, if taken, will be done at the absolute discretion of the
Stabilizing Manager (or any person acting for it) and in what the Stabilizing Manager reasonably regards as the best interest of the Company
and may be discontinued at any time. Any such stabilizing action is required to be brought to an end on the 30th day after the last day
for lodging applications under the Hong Kong Public Offering.
Such stabilization action, if commenced, may
be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws, rules and regulatory
Last updated: Jun 30, 2021