Sirnaomics Ltd. announced that the investor in its majority-owned subsidiary (the “Target Company”) has fully injected RMB30.00 million, formally completing the previously disclosed deemed disposal of a 5.66% equity interest. The transaction values the Target Company at a pre-money figure of RMB500.00 million, leaving Sirnaomics—through its wholly owned Vendor entity—with a 94.34% stake post-investment. The subsidiary remains an indirect non-wholly owned unit and continues to be consolidated into the Group’s financial statements.
Valuation framework • Market and independent benchmarks: The RMB500.00 million pre-money valuation was set via arm’s-length negotiations and referenced (i) Chengdu Kanghua Biological Products’ January 2026 acquisition of Namexin (Shanghai) Biotechnology at a RMB320.00 million pre-money level, and (ii) an AVISTA Valuation Advisory appraisal that placed the Vendor’s equity value at US$65.50 million (approximately RMB444.30 million) as of 30 June 2026. • Strategic premium: The board considers the valuation premium over the independent appraisal justified by anticipated strategic benefits and future asset consolidation into the Target Company, which must be completed by 31 December 2028.
Milestone-linked valuation adjustment A two-trigger mechanism can retroactively reduce the Target Company’s valuation by RMB100.00 million (20%) to RMB400.00 million if either of the following is not met: 1. Onboarding new third-party investors by 31 December 2026. 2. Signing business-development transactions cumulatively exceeding US$10 million by 31 December 2028.
If activated, compensation will occur within 180 days of the investor’s demand: • Equity transfer: The Vendor will transfer an additional 1.32% stake to the investor at nil consideration, increasing the investor’s holding to 6.98% and trimming the Vendor’s position to 93.02%. • Cash or in-kind alternative: Should the Vendor lack sufficient equity, the Target Company may provide up to RMB6.00 million in cash, preferential dividends, or capitalized reserves to deliver the same economic effect.
Information-sharing safeguards To avoid selective disclosure, the investor’s inspection rights are subject to: 1. Contractual confidentiality obligations. 2. Simultaneous public disclosure of any inside information under Hong Kong Listing Rules and the Securities and Futures Ordinance. 3. Alignment of subsidiary reporting with the listed parent’s disclosure schedule.
Investors are advised to exercise caution when dealing in Sirnaomics securities.
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