CITIC Securities Co., Ltd.’s verification opinions on Sinovac Biopharmaceutical Co., Ltd.’s use of part of the raised funds to provide interest-free loans to its wholly-owned subsidiaries to implement the raised investment projects
CITIC Securities Co., Ltd.
About Sinovac Biopharmaceutical Co., Ltd.’s use of part of the raised funds
Verification opinions on providing interest-free loans to wholly-owned subsidiaries to implement fundraising projects
CITIC Securities Co., Ltd. (hereinafter referred to as "CITIC Securities" or the "Sponsor"), as the sponsor of Sinovac Biopharmaceutical Co., Ltd. (hereinafter referred to as "Sinovac Pharmaceuticals" or the "Company")'s initial public offering and listing on the Science and Technology Innovation Board, in accordance with the "Measures for the Administration of the Sponsorship Business of Securities Issuance and Listing" and the "Fund Raising by Listed Companies" Supervisory Rules", "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules" and "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Guidelines No. 1 - Standardized Operations" and other relevant regulations have conducted a careful review of Sinovac Pharmaceutical's plan to use part of the raised funds to provide interest-free loans to wholly-owned subsidiaries to implement fundraising projects. The verification situation is as follows:
1. Basic situation of raised funds
With the approval of the "Reply on the Registration of the Initial Public Offering of Stocks of Sinovac Biopharmaceutical Co., Ltd." (CSRC License [2020] No. 2655) issued by the China Securities Regulatory Commission, the company issued an initial public offering of 49,675,300 RMB ordinary shares, with a face value of RMB 1.00 per share and an issue price of RMB 22.33 per share. The total funds raised in this issuance were RMB 110,924.94. Ten thousand yuan, after deducting issuance expenses of RMB 114.6085 million, the net amount of funds raised was RMB 994.6409 million. All the above-mentioned raised funds have been received, and were verified by Dahua Accounting Firm (Special General Partnership) and issued a Capital Verification Report No. Dahua Yanzi [2020] 000752 on December 7, 2020.
The company has carried out special account storage management for the raised funds, and signed the "Tripartite Supervision Agreement for the Special Account Storage of Raised Funds" with the sponsor institution and the commercial bank where the raised funds are deposited. For details, please refer to the "Announcement of Sinovac Biopharmaceutical Co., Ltd.'s Initial Public Offering of Stocks on the Science and Technology Innovation Board" disclosed on the website of the Shanghai Stock Exchange (www.sse.com.cn) on December 11, 2020.
According to the "Announcement on Adjusting the Amount of Raised Funds to be Invested in Part of the Raised Fund Investment Projects" disclosed by the company on December 23, 2020 and the "Announcement on Changing the Use of Part of the Raised Funds and Extension of Some Raised Fund Projects" disclosed on December 16, 2025, the planned investment status of the company's raised fund investment projects is as follows: Unit: 10,000 yuan Serial Number Project Name Amount of Raised Funds to be Invested 1 Drug Production Base Renovation and Expansion Project 12,113.78
2 R&D center upgrade and construction project 45,661.46
3 Information management system upgrade and construction project 2,100.00 4 Supplementary working capital 39,588.86
Total 99,464.09
- The company uses part of the raised funds to provide interest-free loans to wholly-owned subsidiaries to implement raised investment projects
(1) The company’s previous use of raised funds to provide interest-free loans to wholly-owned subsidiaries
According to the company's "Initial Public Offering of Stocks and Listing Prospectus on the Science and Technology Innovation Board", the original implementation entity of the fundraising project "R&D Center Upgrading and Construction Project" is the company, and the original implementation location is Jinan City, Shandong Province. On June 7, 2021, the company held the 24th meeting of the first board of directors and the 12th meeting of the first board of supervisors, and reviewed and approved the "Proposal on Adding the Implementation Subject and Implementation Location of Some Fund-raising Projects and Providing Borrowings to Wholly-Owned Subsidiaries for Fund-raising Projects", and agreed to add the company's wholly-owned subsidiary Shenzhen Kexing Pharmaceutical as the company's fundraising project "R&D Center Upgrading and Construction Project" and the new implementation location in Shenzhen City, Guangdong Province. The company uses the raised funds to provide interest-free loans to the company's wholly-owned subsidiary Shenzhen Kexing Pharmaceutical 50 million yuan is used to implement fundraising projects, specifically for the research and development expenses of the ongoing research projects human interferon α1b inhalation solution project and long-acting growth hormone project.
The company held the seventh meeting of the second board of directors and the 28th meeting of the second board of directors on June 30, 2023 and August 14, 2025, respectively, and reviewed and approved the "Proposal on Using Part of the Raised Funds to Provide Interest-Free Loans to Wholly-Owned Subsidiaries to Implement Raised Investment Projects", and agreed that the company would use the raised funds to provide interest-free loans of RMB 50 million and RMB 2,000 to the company's wholly-owned subsidiary Shenzhen Kexing Pharmaceutical. 10,000 yuan to implement the raised investment project, which will be used specifically for the research and development expenses of the ongoing research projects human interferon α1b inhalation solution project and long-acting growth hormone project.
As of the disclosure date of this announcement, the company has used the raised funds to provide the company's wholly-owned subsidiary Shenzhen Kexing Pharmaceutical with an interest-free loan balance of RMB 120 million (excluding this loan).
(2) Progress of the company’s “R&D Center Upgrading and Construction Project”
As of May 31, 2026, the use of funds raised for the R&D center upgrade and construction project is as follows:
Unit: 10,000 Yuan Cumulative investment amount and fund-raising investment projects Total committed investment amount of raised funds Cumulative investment amount
The difference between the amount invested in R&D center upgrading and construction project 45,661.46 34,445.21 -11,216.25
Total 45,661.46 34,445.21 -11,216.25
Note: 1. The total amount of committed investment of raised funds is the total investment after the change in December 2025; 2. The balance of the company's "R&D Center Upgrading and Construction Project" deposited in the special account of raised funds is 146.1502 million yuan (including the net amount of financial management income and bank interest income minus handling fees).
The main ongoing sub-projects of the company's investment project "R&D Center Upgrading and Construction Project" have entered the clinical stage. Based on the actual situation of project implementation and the market situation of the drugs under development, the company rationally optimizes resource allocation and accelerates the clinical trials of key ongoing projects.
(3) The company’s use of raised funds to provide interest-free loans to wholly-owned subsidiaries
Based on the actual situation of the company's investment projects and future development plans, the company plans to use an additional RMB 20 million of raised funds to provide interest-free loans to its wholly-owned subsidiary Shenzhen Kexing Pharmaceutical to implement the "R&D Center Upgrade Construction Project" for clinical investment in the interferon α1b inhalation solution project and the long-acting growth hormone project.
After this loan, the company used the raised funds to provide an interest-free loan amount of 140 million yuan (including the amount of this loan) to the company's wholly-owned subsidiary Shenzhen Kexing Pharmaceutical. The investment arrangements for each implementation entity and implementation location of the "R&D Center Upgrading and Construction Project" are as follows:
Unit: RMB 10,000 Implementation status This use of raised funds is to: This use of raised funds is to:
works or costs
Serial number Wholly-owned subsidiary provides loan Name of wholly-owned subsidiary provides loan Implementation entity Implementation location
Amount of investment before Amount of investment after Project construction fee Jinan City, Shandong Province
1 Company 5,967.50 5,967.50 Used in Shenzhen City, Guangdong Province
2 Basic reserve fund Company Jinan City, Shandong Province 298.38 298.38 Company Jinan City, Shandong Province 27,395.58 25,395.58 3 R&D expenses
Shenzhen Kexing Pharmaceutical Shenzhen City, Guangdong Province 12,000.00 14,000.00 Note: The amount of research and development expenses includes the amount changed in December 2025.
In addition to the above-mentioned loans, other funds required by Shenzhen Kexing Pharmaceutical to implement the raised investment projects will be reasonably allocated by the company based on the principle of maximizing the effectiveness of funds and based on the actual situation of the project progress and other fund needs, and will be invested with Shenzhen Kexing Pharmaceutical's own funds/self-raised funds or company-raised funds.
3. Basic information on the interest-free loan objects provided this time
Company name: Shenzhen Kexing Pharmaceutical Co., Ltd.
Unified social credit code: 91440300MA5F1UL356
Registered address: B1601, Chuangyi Technology Building, Zhongyi Road, Maling Community Science and Technology, Yuehai Street, Nanshan District, Shenzhen City
Legal representative: Zhao Yanqing
Registered capital: 230 million yuan
Company type: limited liability company (sole proprietorship of legal person)
Business period: 2018-03-23 to 2038-03-21
Business scope: General business projects are: investment and establishment of industries (specific projects will be declared separately); drug research and development, technology transfer, technical consulting and technical services. Nonresidential real estate rentals. (Except for projects that require approval according to law, business activities can be carried out independently with a business license in accordance with the law). The permitted business projects are: starting pharmaceutical production and sales. Import and export of goods; import and export of technology. (Projects that require approval according to law can only be carried out with the approval of relevant departments. Specific business projects shall be subject to the approval documents or licenses of relevant departments).
Equity structure: The company holds 100% equity of Shenzhen Kexing
(2) Main financial data in the most recent year
Unit: 10,000 yuan
Project December 31, 2025
Total assets 60,266.81 Net assets 27,716.24
Project 2025
Operating income 27,439.74 Net profit -232.80
4. The purpose of providing interest-free loans and its impact on the company
The company uses the raised funds to provide interest-free loans to its wholly-owned subsidiary Shenzhen Kexing Pharmaceutical, which is conducive to the smooth implementation of the raised investment project, the improvement of the efficiency of the use of raised funds and the full play of benefits. It is in line with the raised funds use plan and the company's development strategy and long-term planning. It is in line with the interests of the company and all shareholders, and will not have an adverse impact on the company's normal production and operations.
The company will strictly abide by the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Shanghai Stock Exchange Science and Technology Innovation Board Self-Regulatory Guidelines No. 1 - Standardized Operations", "Supervisory Rules for Funds Raised by Listed Companies" and other laws, regulations and normative documents, as well as the "Articles of Association" and "Raised Funds Management System", strengthen internal and external supervision of the use of raised funds, and ensure that the use of raised funds is legal and effective.
At the same time, Shenzhen Kexing Pharmaceutical is a wholly-owned subsidiary of the company. The company has absolute control over its production and operation activities during the period when it provides interest-free loans. The financial risks of this loan are controllable.
5. Management of raised funds after this loan is provided
The above-mentioned interest-free loans can only be used for the implementation of fundraising projects and may not be used for other purposes. The relevant funds will be deposited in a special account for raised funds. Shenzhen Kexing Pharmaceutical has opened a special account for raised funds and signed a relevant raised funds supervision agreement. The company and its wholly-owned subsidiary Shenzhen Kexing will supervise the use of such raised funds in accordance with relevant laws, regulations and normative documents such as the "Shanghai Stock Exchange Science and Technology Innovation Board Stock Listing Rules", "Regulations on the Supervision of Funds Raised by Listed Companies", "Shanghai Stock Exchange Science and Technology Innovation Board Listed Companies Self-Regulatory Guidelines No. 1 - Standardized Operations" and the company's "Raised Funds Management System".
The company's board of directors authorizes the company's management to be responsible for the interest-free loan procedures and subsequent management work. The loan period is 3 years from the date of actual borrowing. According to the actual situation of the project, the loan can be renewed or repaid in advance with the approval of the general manager after the authorization expires.
6. Sponsor’s verification opinions
After verification, the sponsor believes that:
Sinovac Pharmaceutical's use of the raised funds to provide interest-free loans to its wholly-owned subsidiary to implement the investment project has been reviewed and approved at the ninth meeting of the company's third board of directors. It has fulfilled the necessary approval procedures and complied with the requirements of relevant regulations and other laws and regulations. This time it used part of the raised funds to provide interest-free loans to its wholly-owned subsidiary to implement the investment project. There is no disguised change in the use of the raised funds or damage to the interests of shareholders.
The sponsor has no objection to Sinovac Pharmaceutical's use of part of the raised funds to provide interest-free loans to its wholly-owned subsidiaries to implement the raised investment projects.
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(This page has no text, but is the signature and seal page of "CITIC Securities Co., Ltd.'s Verification Opinions on Sinovac Biopharmaceutical Co., Ltd.'s Use of Part of the Raised Funds to Provide Interest-Free Loans to Its Wholly-Owned Subsidiaries to Implement Raised Investment Projects")
Signature of the sponsor representative:
Xu Xinyue Zhang Xingming
CITIC Securities Co., Ltd.
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