LJ Future Ltd made a proposal to acquire 43.3% stake in BBI Life Sciences Corporation (SEHK:1035) for approximately HKD 850 million on January 14, 2020. LJ Future Ltd will pay for HKD 3.5 per share for around 242.7 million shares of BBI Life Sciences. As of April 17, 2020, the scheme of arrangement put out by BBI Life Sciences states that if the scheme of arrangement becomes effective the scheme shares will be cancelled on June 8, 2020 and extinguished in exchange for the cancellation price of HKD 3.5 in cash for every scheme share. As of March 4, 2020, a total of 0.05 million shares were allotted and issued as a result of the exercise of 0.05 million options in aggregate, each relation to one share. LJ intends to finance the entire cash amount required to implement the Proposal from a loan facility in the amount of up to HKD 900 million provided by CMB. BBI Life Sciences Corporation will be delisted on June 8, 2020.
The offer is conditional upon conditions, inter alia, the Scheme is approved (by way of poll) by the shareholders of BBI Life Sciences Corporation and approval from court. Transaction was approved by shareholders of BBI Life Sciences Corporation on May 11, 2020. Court hearing of the petition to sanction the Scheme will be held on May 29, 2020. On May 29, 2020, the Grand Court approved the transaction without modifications. The scheme will not become effective before June 1, 2020. The effective date of the scheme is June 4, 2020. Optima Capital was appointed as the financial advisor to the Board of BBI Life Sciences. Haitong International Securities Group Limited acted as a financial advisor to LJ Future. Bernadette Chen of Conyers Dill & Pearman, Hong Kong Office and Ben Hobden of Conyers Dill & Pearman (Cayman) Limited acted as the legal advisor for BBI Life.
LJ Future Ltd completed the acquisition of 43.3% stake in BBI Life Sciences Corporation (SEHK:1035) on June 4, 2020. All conditions have been fulfilled.