INNOVENT BIO (01801) and Takeda Pharmaceutical reached a global strategic cooperation agreement and issued shares under general authorization.

INNOVENT BIO (01801) announced on October 22, 2025 (Hong Kong time) that it has entered into a global strategic partnership with Takeda Pharmaceuticals (through Takeda Pharmaceuticals International AG), aimed at accelerating the development of INNOVENT BIO's new generation IO and ADC therapies and expanding global market value. This collaboration includes the rights to two late-stage investigational therapies, IBI363 (PD-1/IL-2-bias) and IBI343 (CLDN18.2 ADC), as well as an early-stage development project, IBI3001 (EGFR/B7H3 ADC). Under the partnership, INNOVENT BIO and Takeda Pharmaceuticals will jointly develop the new generation IO cornerstone therapy, IBI363 (PD-1/IL-2-bias), globally, and co-commercialize in the United States. Takeda Pharmaceuticals will lead the relevant work under a jointly governed and coordinated development plan; meanwhile, INNOVENT BIO will grant Takeda Pharmaceuticals commercialization rights for IBI363 outside of Greater China and the United States. INNOVENT BIO will grant Takeda Pharmaceuticals exclusive rights for IBI343 (CLDN18.2 ADC) outside of Greater China. Additionally, INNOVENT BIO will grant Takeda Pharmaceuticals the exclusive right to select the commercialization rights for IBI3001 (EGFR/B7H3 ADC) outside of Greater China. The company will receive a upfront payment of $1.2 billion, including a strategic equity investment of $100 million obtained through a subscription agreement, at a 20% premium to the weighted average closing price of the shares 30 trading days prior to the share issuance agreement date. The company also has the right to receive potential milestone payments totaling up to $10.2 billion, with a total transaction value of up to $11.4 billion. The company will also receive potential sales royalties for each candidate drug outside of Greater China, except for a profit-sharing model for the U.S. market for IBI363. As part of the collaboration, Takeda Pharmaceuticals International AG (the subscriber) and the company have entered into a share issuance agreement, whereby the subscriber has agreed to invest in the company through the subscription of shares, and the company agrees to issue and allocate the subscribed shares to the subscriber. The subscribed shares will be issued and allocated to the subscriber at a price of HK$112.56 per share in cash, equivalent to a total of $100 million. Under the share issuance agreement, upon completion, the subscriber has agreed to subscribe for and receive, and the company has agreed to issue and deliver, a total of 6,913,800 shares. The subscribed shares will be issued and allocated under a general mandate. The company will apply to the Stock Exchange for approval to list and trade the subscribed shares. The net proceeds from the issuance and allocation of subscribed shares will be used for the following purposes: (i) 80% for the research and development of various clinical and pre-clinical projects in the company's global pipeline; and (ii) 20% for general corporate purposes. The directors believe that the strategic partnership with Takeda Pharmaceuticals is an important step in driving the long-term growth of the company and contributes to achieving the company's mission of "becoming a world-class biopharmaceutical company". This collaboration will combine the company's expertise and deep accumulation in the IO and ADC fields with Takeda Pharmaceuticals' rich experience and strong capabilities in global oncology drug development and commercialization. Through a jointly governed and coordinated development plan, both parties will accelerate the global market entry of the company's new high-potential oncology therapies, benefit global patients, and maximize product value. Furthermore, this collaboration (including the "co-development, co-commercialization" arrangement for IBI363) will help the company expand its global footprint, gradually establish research and commercialization platform capabilities in international core markets, and maximize long-term sustainable development value - including economic returns, global influence, and industry reputation. Takeda Pharmaceuticals International AG's equity investment in the company will enable the company to raise additional funds at a predetermined issue price at a 20% premium to the weighted average closing price of the shares 30 trading days prior to the share issuance date upon completion. The premium equity investment demonstrates Takeda Pharmaceuticals' recognition of the company's long-term growth potential.