Qyuns Therapeutics Co., Ltd. (Qyuns) has agreed to purchase the outstanding 34.0001% equity interest in its CMC-focused subsidiary, Jiangsu Cellularforce Biopharma Co., Ltd. (Cellularforce), from Taizhou Huacheng Medical Investment Group Co., Ltd. for RMB 86.02 million.
Transaction structure and terms • Buyer: Taizhou Saifu Juli Biomedical Co., Ltd., a wholly owned unit of Qyuns. • Seller: Taizhou Huacheng, a state-owned investment vehicle that currently holds 34.0001% of Cellularforce. • Consideration: RMB 86.02 million, derived through a public tender on the Taizhou Public Resource Trading Platform and payable in cash within five business days of receiving the official price-confirmation notice. Funding will come from internal resources and bank loans. • Completion: Equity transfer will be effected upon registration change, targeted within 30 business days after full payment.
Post-deal ownership and consolidation Qyuns already holds 65.9999% of Cellularforce via Saifu Juli. On completion, Qyuns will control 100% of the subsidiary, which will remain fully consolidated into group financial statements.
Valuation highlights • An independent valuer applied a market approach based on an adjusted EV/S multiple of 6.28, referencing Pharmaron, Porton Pharma, and Asymchem. • This yielded an equity value of RMB 253 million for Cellularforce and RMB 86.02 million for the 34.0001% stake. • Adjustments incorporated discounts for lack of marketability and minority interest. • The valuation exceeds Cellularforce’s audited negative net assets of RMB 35.37 million as of 31 December 2025, reflecting its GMP-compliant manufacturing platform, customer base, and anticipated order backlog.
Financial profile of Cellularforce (ASBE) 2025 revenue: RMB 119.88 million (2024: RMB 87.63 million) 2025 net loss after tax: RMB 21.43 million (2024: RMB 40.56 million)
Strategic rationale Qyuns cites the deal as instrumental in streamlining control over core CMC operations, supporting new drug applications for flagship monoclonal antibodies Crusekitug (QX002N) and Oturkibart (QX005N). Full ownership is expected to enhance resource allocation, governance efficiency and internal synergies.
Regulatory considerations • The purchase constitutes a discloseable transaction under Chapter 14 of the Hong Kong Listing Rules, with applicable percentage ratios exceeding 5% but below 25%. • As Taizhou Huacheng is a substantial shareholder of a Qyuns subsidiary, the deal is classified as a connected transaction under Chapter 14A. • Given Board approval and confirmation of fair terms by all directors (including independent non-executive directors), the transaction is subject only to reporting and announcement obligations; no shareholder circular or vote is required.
Outlook Once the equity change is registered, Cellularforce will become a wholly owned subsidiary, positioning Qyuns to better align its manufacturing platform with upcoming product commercialization efforts.
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