Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

VIVA BIOTECH HOLDINGS ၪԭ͛ي߅Ҧછٰණྠ

(Incorporated in the Cayman Islands as an exempted company with limited liability)

(Stock code: 1873)

COMPLETION OF THE ACQUISITION OF THE ENTIRE EQUITY INTEREST IN SYNTHESIS MED CHEM (HONG KONG) LIMITED INVOLVING ISSUE OF

CONSIDERATION SHARES UNDER GENERAL MANDATE

References are made to the announcements of Viva Biotech Holdings (the "Company") dated September 21, 2020, October 15, 2020, December 15, 2020, December 23, 2020, January 18, 2021 and January 25, 2021 and the circular dated February 26, 2021 (the "Circular") in relation to the acquisition of the entire equity interest in SYNthesis med chem (Hong Kong) Limited (the "Target Company") for approximately US$80 million. Capitalized terms used herein shall have the same meanings as those defined in the Circular unless the context requires otherwise.

The Company is pleased to announce that all the conditions precedent under the Agreement have been fulfilled and Closing took place on February 26, 2021. Pursuant to the terms of the Agreement, an aggregate of 8,654,685 Consideration Shares were issued and allotted to the Vendor at the Issue Price of HK$8.955 on March 5, 2021, and the Company did not elect to pay any amount in cash instead of issuing the Consideration Shares. Upon completion of the Acquisition, the Target Company became a wholly-owned subsidiary of the Company and its financial results will be consolidated into the financial statement of the Group.

Set out below is the shareholding structure of the Company immediately before and after the issuance of the Consideration Shares:

Immediately prior

Immediately after allotment

to allotment and issuance of

and issuance of

the Consideration Shares

the Consideration Shares

Approximate %

Approximate %

No. of of total Shares

No. of of total Shares

Shares held in issue

Shares held in issue

Directors and substantial

Shareholders

Mao Chen Cheney (Note 1 and 3)

282,043,527

14.72%

282,043,527

14.65%

Mao Jun (Note 2 and 3)

213,654,900

11.15%

213,654,900

11.10%

Mao Investment Trust

(Note 3)

200,000,000

10.44%

200,000,000

10.39%

Wu John Jiong (Note 4)

233,762,092

12.20%

233,762,092

12.14%

Hua Fengmao (Note 5)

130,096,166

6.79%

130,096,166

6.76%

Wu Ying (Note 6)

20,664,627

1.08%

20,664,627

1.07%

Ren Delin (Note 7)

9,553,317

0.50%

9,553,317

0.50%

Other Shareholders

Other Public

826,543,806

43.13%

826,543,806

42.94%

Vendor

-

-

8,654,685

0.45%

Total

1,916,318,435

1,924,973,120

Note 1: Mr. Mao Chen Cheney is the settlor and trustee of the Mao Investment Trust and is interested in the Shares held by him in his capacity as trustee of the Mao Investment Trust and his interest in Mao Investment Trust is reflected under a separate row below. Also Mr. Mao is the investment manager of the Min Zhou 2018 Family Trust and the manager of MZFT, LLC who exercises the voting rights of the Shares directly held by MZFT, LLC. Mr. Mao is also a beneficiary of Min Zhou 2018 Family Trust, CCMFT Trust Scheme and The Chen Mao Charitable Remainder Trust. Mr. Mao Chen Cheney is the spouse of Ms. Zhou Min. Under the Securities and Futures Ordinance (Cap. 571), they are deemed to be interested in the same number of Shares in which the other person is interested in. Mr. Mao Chen Cheney is also interested in the Shares that has been lent to J.P. Morgan Securities plc pursuant to a securities lending agreement dated December 17, 2020.

Note 2: Each of Mao and Sons Limited, and Zhang and Sons Limited is indirectly wholly-owned by Intertrust (Singapore) Ltd. as the trustee of the Z&M Trust (whose interest is held through Z&M International Holdings Limited). Each of JL and JSW Holding Limited, TIANL Holding Limited and VVBI Limited is indirectly wholly-owned by Intertrust (Singapore) Ltd. as the trustee of the VVBI Trust (whose interest is held through VVBI Holdings Limited). Each of the Z&M Trust and the VVBI Trust is a revocable family trust set up by Ms. Mao Jun as settlor and protector. Ms. Mao Jun is also a beneficiary of the relevant family trusts. Therefore, Ms. Mao Jun is deemed to be interested in the Shares directly held by each of Mao and Sons Limited, Zhang and Sons Limited, JL and JSW Holding Limited, TIANL Holding Limited and VVBI Limited. Ms. Mao Jun is also a beneficiary of Mao Investment Trust and her interest in Mao Investment Trust is reflected under a separate row below.

Note 3: Mr. Mao Chen Cheney and Ms. Mao Jun are both also interested in the Shares held by Mao Investment Trust and such interest are reflected as a separate row to their other interest in the Shares, please refer to Note 1 and Note 2 above for details.

Note 4:

Mr. John Wu Jiong holds 100.00% equity interest in each of Fenghe Harvest Ltd and Wu and Sons Limited. In addition,

Mr. John Wu Jiong holds 45.00% equity interest in Fenghe Canary Limited. Therefore, Mr. John Wu Jiong is deemed to be

interested in the Shares directly held by Fenghe Harvest Ltd, Wu and Sons Limited and Fenghe Canary Limited. Mr. John

Wu Jiong is also interested in the Shares that has been lent to J.P. Morgan Securities plc pursuant to a securities lending

agreement dated December 17, 2020.

Note 5:

Mr. Hua Fengmao holds 100.00% equity interest in China Finance Strategies Investment DB Limited. Therefore, Mr. Hua

Fengmao is deemed to be interested in the Shares directly held by China Finance Strategies Investment DB Limited.

Note 6:

Mr. Wu Ying is the spouse of Ms. Zhao Huixin. Under the Securities and Futures Ordinance (Cap. 571), Mr. Wu Ying is

deemed to be interested in the same number of Shares in which Ms. Zhao Huixin is interested in.

Note 7:

Mr. Ren Delin is a beneficiary of Vivastar Trust Scheme.

By order of the Board

Viva Biotech Holdings

Mao Chen Cheney Chairman and Chief Executive Officer

Hong Kong, March 5, 2021

As at the date of this announcement, the Board comprises four Executive Directors, namely, Mr. Mao Chen Cheney (Chairman), Mr. Wu Ying, Mr. Hua Fengmao and Mr. Ren Delin; a Non-executive Director, namely, Ms. Sun Yanyan; and three Independent Non-executive Directors, namely, Mr. Fu Lei, Ms. Li Xiangrong and Mr. Wang Haiguang.

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VIVA Biotech Holdings published this content on 05 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 05 March 2021 09:16:01 UTC.