CARSGEN-B (02171) plans to discount approximately 9.49% of the old shares before issuing new shares, with a net fundraising of approximately HK$462 million.

CARSGEN-B (02171) announced on May 15, 2026 (before the trading period), (i) the company, the seller Yijie Biotechnology Holdings Limited, and the joint placement agents entered into a placement agreement, under which the seller agreed to sell, and the joint placement agents agreed to act as the seller's agents, and they will use their best efforts to get at least six underwriters to purchase up to 23.7 million shares of placement shares at a placement price of HK$19.84 per share; and (ii) the company entered into a subscription agreement with the seller, under which the seller conditionally agreed to subscribe, and the company conditionally agreed to issue and allot subscription shares to the seller under a general mandate at a price per share equal to the placement price of HK$19.84 per share (the number of subscription shares must be the same as the number of placement shares actually placed by the joint placement agents under the placement agreement). The placement price is HK$19.84 per share, representing a discount of approximately 9.49% to the closing price of HK$21.92 per share on the last trading day on the Stock Exchange. Assuming that apart from the allotment and issuance of subscription shares and the full allotment of placement shares, there is no change in the issued share capital of the company from the date of this announcement to the completion of the subscription, the existing shares to be placed of 23.7 million shares represent: (i) approximately 4.15% of the existing issued share capital of the company as at the date of this announcement (excluding treasury shares); and (ii) approximately 3.99% of the enlarged issued share capital of the company after the completion of the subscription (excluding treasury shares). The total proceeds and estimated net proceeds (after deducting all expenses, costs, and fees incurred in relation to the placement and subscription) from the subscription are estimated to be approximately HK$470 million and HK$462 million, respectively. Therefore, the estimated net subscription price (after deducting relevant expenses, costs, and fees) is approximately HK$19.49 per subscription share. The company intends to use the net proceeds from the subscription for the following purposes: (i) approximately 70% of the proceeds from the subscription will be used for R&D related expenses for clinical development of the company's innovative drugs globally (including China) to accelerate pipeline development and expansion of indications, such as the IND application and clinical trials of multiple allogeneic CAR-T cell products and in vivo CAR-T cell products; (ii) approximately 15% of the proceeds from the subscription will be used for equipment and facility expenses for global R&D (including new process development) and production; and (iii) approximately 15% of the proceeds from the subscription will be used for working capital and other general corporate purposes, including the establishment and operation expenses of the direct sales commercialization team, to support the group's ongoing operations and strategic plans.