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HK Listing Company

CK Life Sciences Int'l., (Holdings) Inc
(Stock Code: 8222)

Listing Date:

16 July 2002

Offer Price:

HK$2.0 per share

Par Value:

HK$0.1 each

No. of Shares under the offer :

1,307,000,000 shares

No. of Shares under Placing:

1,176,300,000 Placing Shares

No. of Share under Public Offer:

130,700,000 Shares

Market Capitalization:

HK$12,814 million

Sponsor:

Salomon Smith Barney

Chairman:

Mr. Li Tzor Kuoi, Victor

Fund Raising

Less than HK$2,614 million

Major Shareholder:

  • Cheung Kong (Holdings) Ltd – 44.02% interest
  • Mr. Li Ka Shing – 29.34% interest

Company Subsidiaries:

  • Biocycle Resources Limited (100%): Trading of biotechnology products
  • CK Life Sciences Limited (100%): Research, production, product development and commercialization of biotechnology products.
  • CK Biotech Laboratory (100%): Research and development
  • Ultra Biotech Limited (100%): Holding of the patents and trademarks of the Group and to license them to other companies in the Group
  • CK Life Sciences Int'l Inc.(100%) Commercialization of biotechnology products.

COMPANY OVERVIEW

The Group is engaged principally in the research and development, commercialization, marketing and sale of biotechnology products. Building on its strengths in product development and commercialization, the group aims to become a world-class global biotechnology company, providing solutions to pressing and universal problems concerning the environment and human health.

The Group has identified five target markets of significant commercial potential and developed a range of product applications designed to meet the needs of these markets. The Directors believe that many of the current solutions available in such markets are not satisfactory in terms of performance and/or their potentially damaging side effects. The five markets on which the Group's products and product development are focused are eco-agriculture, bioremediation, pharmaceuticals, nutraceuticals and dermatologicals.

The Group's research and development and commercialization activities are led by two subsidiaries, CK Biotech Laboratory Ltd, responsible for the invention of new product applications, and CK Life Sciences Int'l., Inc responsible for the commercialization of such new product applications. The Directors believe that the Group can apply the processes and methods its uses for microbe selection, functional activation and environmental acclimatization to the development of a broad range of biotechnology products.

The expertise within the Group's research and development and commercialization teams includes, among others, molecular biology, biochemistry, structural biology, functional proteomics chemistry and pharmacology. To complement its internal capabilities, the Group collaborates with international companies, hospitals, government institutes, environmental organizations and academic institutions.

COMPETITIVE ADVANTAGES

The Group has achieved the following milestones to date, some of listed as follows:

  • Established a fully-integrated research facility at Tai Po Industrial Estate in Hong Kong;
  • Established a team of scientists to commercialize the product application and maximize their market viability;
  • Recruited a team of business development personnel to established the Group's business operations and strategy;
  • As at the Latest Practicable Date, of the 108 potential product application, 27 patent applications have been submitted to the US Patent Office and the drafting for a futher 81 patent applications is in progress;
  • Completed field trials of NutriSmart, an eco-fertiliser, on over 50 crops in more than 10 countries;

RISK FACTORS

  • The Group has a limited operating history;
  • The Group has incurred operating losses and such losses are expected to continue;
  • The Group has relied on the financial support of its major shareholders since it was established;
  • The Group may be exposed to risks associated with its key employees, including third party claims;
  • The Group's product application and the related products are relatively new and commercially unproven, so successful development of its products is uncertain;
  • Testing of the Group's products may be a lengthy and expensive process, and there is risk of delay or failure;

FINANCIAL RECORD

 

Year ended 31st Dec 2000 (HK$'000)

Year ended 31st Dec 2001 (HK$'000)

3-months ended 31st March 2002 (HK$'000)

Turnover

-

148

134

Profit/(Loss) before tax

(137,467)

(57,896)

(22,146)

Net profit/(Loss)

(137,491)

(57,934)

(22,146)

Total Assets

186,326

245,705

263,316

Total Liabilities

323,816

441,13

480,887

Total equities

(137,491)

(195,425)

(217,571)

FUTURE PLANS

The Group aims to become a world-class biotechnology group, improving the quality of life by enhancing human health and the sustainability of the environment through its biotechnology solutions. In doing so, the Group aspires to be a global, comprehensive and broadly-based provider of life sciences products. The Group's objective is to develop products applications for a wide rang of commercial markets based on its research and commercialization expertise, as well as to capitalize on opportunities in its existing eco-agriculture, bioremediation, pharmaceuticals, nutraceutical and dermatological product categories.

As a biotechnology company, the Group's primary focus is on discovering new applications and undertaking research to improve the performance of its products and their competitiveness in the marketplace. The Group intends to maximize the value of its intellectual property by retaining ownership of its intellectual property rights. Therefore, the Group intends to manage directly the facilities and tightly control the procedure for the primary production of the essential processed ingredients of its products, the activated microbes. However, the Group intends to employ a flexible strategy regarding the production, distribution and marketing of its finished products by using third parties where feasible.

It is the Group's strategy to leverage its marketing capabilities by using franchises and licensees. The Group aims to market its products in partnership with multi-national companies or companies with leading market shares in domestic markets, in each case with expertise in each respective product category and geographic region. This will enable the Group to leverage its resources and to accelerate commercialization of its products. To the extent this is not feasible, some products may be sold directly by the Group thorough its own sales force.

The Group's ultimate objective is to market its products through a comprehensive franchise system in which its retains ownership of the intellectual property and key active components of its products, with the majority of the commercial activities being undertaken by business partners or franchisees.

USE OF PROCEEDS

The net proceeds from the Placing, after deducting the related expenses, are estimated to amount to approximately HK$2,484 million (based on the offer price HK$2.0 per share and assume the Over allotment option is not exercised). The Group at present intends to apply the net proceeds as follows:

For research and development

34.2%

For the expansion of manufacturing as well as research and development facilities

10.1%

For market development, brand building,sales and marketing

14.1%

For future direct and indirect investments in biotechnology related businesses

20.1%

Working capital

21.5%

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