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EPS创健科技(03860)拟6.12亿日圆收购Biotube Co., Ltd.约47.3%股份

EPS Chuangjian Technology (03860) plans to acquire approximately 47.3% of Biotube Co., Ltd.'s shares for 612 million yen

Zhitong Finance ·  Nov 29, 2023 09:39

EPS Chuangjian Technology (03860) issued an announcement. On November 29, 2023, the company's wholly-owned subsidiary...

According to the Zhitong Finance App, EPS Chuangjian Technology (03860) issued an announcement. On November 29, 2023, EPS Innovative Medicine (Japan) Co., a wholly-owned subsidiary of the company, EPS Innovative Medicine (Japan) Co., Ltd. Ltd. (as the buyer) enters into a share transfer agreement with the seller. The buyer has agreed to the acquisition on conditions and the seller has conditionally agreed to sell the shares to be sold (the issued share capital of the target company, Biotube Co., Ltd., is about 47.3%). The cost of the acquisition was 612 million yen (equivalent to approximately HK$31,8361 million), to be paid in cash by the buyer.

On November 29, 2023, the target company (as the issuer) and EPS Innovative Medicine (Japan) Co., a wholly-owned subsidiary of the company Ltd. (as the subscribing party) entered into a subscription agreement relating to the subscription of convertible bonds with a capital of 150 million yen (equivalent to approximately HK$7.8 million).

EPS Innovative Medicine is mainly engaged in in-house research and development.

The target company is mainly engaged in internal research and development of the following projects: internal tissue structure transplantation autologous sheet tissue (Biosheet) for patients with refractory diabetic foot ulcers; and endogenous tissue transplantation (Biotube) for patients with peripheral lower limb artery disease.

The target company has a clinical trial pipeline project initiated by researchers, which is highly compatible with the group's development field. The Group expects synergy benefits from this. The target company controls high-quality resources and innovative research technology. The acquisition will further promote the development of the Group's innovative research department and fit into the Group's overall development strategy.

The directors believe that the transactions to be carried out under the share transfer agreement are concluded in accordance with normal commercial terms and carried out in the daily and general course of business of the group. The terms of the share transfer agreement are fair and reasonable, and meet the overall interests of the company and shareholders.

The target company has entered into a subscription agreement with EPS Innovative Medicine, and EPS Innovative Medicine will acquire convertible bonds with a principal amount of 150 million yen. Through a subscription agreement, the target company is able to settle its outstanding liabilities that must be repaid as soon as possible.

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