INNOVENT BIO invests USD 690.00 million in JPMorgan and UBS structured notes, transactions classified as discloseable under HKEX rules

Bulletin Express
May 22

Innovent Biologics, Inc. (INNOVENT BIO, 01801) has committed a total principal of USD 690.00 million to three callable zero-coupon note investments issued by J.P. Morgan Structured Products B.V. and UBS AG, London Branch. All three purchases are funded by internal resources and will be recorded as investments on the company’s books.

JPM Notes I • Sale and purchase agreement signed 10 July 2025 for USD 280.00 million. • Three-year callable zero-coupon notes linked to 10-year CMS; issue date 16 July 2025, maturity 16 July 2028. • Implied simple yield 4.65% p.a.; final redemption at 113.95% of par. • Issuer call options at 104.65% on 16 July 2026 and 109.30% on 16 July 2027.

JPM Notes II • Sale and purchase agreement signed 10 September 2025 for USD 130.00 million. • Two-year callable zero-coupon notes; issue date 18 September 2025, maturity 18 September 2027. • Implied simple yield 4.05% p.a.; final redemption at 108.10% of par. • Single issuer call option at 104.05% on 18 September 2026.

UBS Notes • Subscribed on 17 July 2025 for USD 280.00 million. • Two-year callable zero-coupon notes; issue date 17 July 2025, maturity 17 July 2027. • Accrual yield 4.355% in year 1 and 4.264% in year 2; final redemption at 108.710% of par. • Issuer call option on 17 July 2026 at the amortised face amount.

Prior JPMorgan investments Within the 12 months preceding the above transactions, Innovent acquired three other JPMorgan notes with a combined principal of USD 120.00 million, carrying expected annualised returns between 4.08% and 5.15%. These earlier purchases trigger aggregation under Listing Rule 14.22 when calculating size tests.

Listing Rules classification Individually and after aggregation, the highest applicable percentage ratios for each acquisition and the UBS subscription exceed 5% but remain below 25%. Consequently, each constitutes a discloseable transaction requiring announcement but not shareholder approval under Chapter 14 of the Listing Rules.

Strategic rationale Management views the structured notes as a means to diversify surplus cash and secure stable, low-risk returns. Terms were negotiated at arm’s length and deemed fair and reasonable by the board.

Governance measures The company acknowledged a delay in publishing the required announcements. Enhanced internal controls are being implemented, including dedicated monitoring staff, strengthened reporting procedures, and additional Listing Rules training for relevant personnel to prevent recurrence.

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