6-K
Ascentage Pharma Group International (AAPG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________________
FORM 6-K
______________________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of February 2025
Commission File Number: 002-023311
ASCENTAGE PHARMA GROUP INTERNATIONAL
(Translation of Registrant’s name into English)
68 Xinqing Road
Suzhou Industrial Park
Suzhou, Jiangsu
China
(Address of principal executive offices)
______________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
On February 7, 2025, Ascentage Pharma Group International issued (1) a Hong Kong Stock Exchange announcement entitled “PARTIAL EXERCISE OF THE OVER-ALLOTMENT OPTION IN RELATION TO THE OFFERING OF AMERICAN DEPOSITARY SHARES”; and (2) a press release entitled “Ascentage Pharma Announces Partial Exercise of Underwriters’ Option to Purchase Additional American Depositary Shares”.
A copy of the Hong Kong Stock Exchange announcement is attached as Exhibit 99.1 to this Form 6-K and a copy of the press release is attached as Exhibit 99.2 to this Form 6-K and each is incorporated by reference herein.
INDEX TO EXHIBITS
| Exhibit | |
|---|---|
| Number | Exhibit Title |
| 99.1 | Hong Kong Stock Exchange Announcement dated February 7, 2025 |
| 99.2 | Press Release, dated February 7, 2025. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ASCENTAGE PHARMA GROUP INTERNATIONAL | |
|---|---|
| Date: February 10, 2025 | /s/ Dajun Yang |
| Name: Dajun Yang | |
| Title: Chief Executive Officer |
Exhibit 99.1
Hong Kong Exchangesand Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make norepresentation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising fromor in reliance upon the whole or any part of the contents of this announcement.
This announcement appearsfor information purposes only and does not constitute any invitation or offer to acquire, purchase or subscribe for any securities inHong Kong, the United States or elsewhere, nor shall it (or any part of it) or the fact of its distribution, form the basis of, or berelied on in connection with, any contract or invitation to subscribe for securities, and is provided for information only. The distributionof this announcement may be restricted by law in certain jurisdictions and persons into whose possession the information referred toherein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitutea violation of the laws of any such jurisdictions.
ASCENTAGE PHARMA GROUP INTERNATIONAL
亞盛醫藥集團
(Incorporated in the Cayman Islandswith limited liability)
(Stock Code: 6855)
PARTIAL EXERCISE OF THE OVER-ALLOTMENTOPTION IN RELATION TO
THE OFFERING OF AMERICAN DEPOSITARY SHARES
Reference is made to the announcements of Ascentage Pharma Group International (the “Company”) dated June 14, 2024, December 29, 2024, January 21, 2025, January 24, 2025 and February 2, 2025 in relation to the offering of ADSs in the United States by the Company (the “Announcements”). Unless otherwise defined, capitalized terms used herein shall have the same respective meanings as those defined in the Announcements.
The Board is pleased to announce that the underwriters of its underwritten U.S. initial public offering (the “Offering”) have partially exercised their Over-allotment Option to purchase an additional 935,144 ADSs at the initial public offering price of US$17.25 per ADS less underwriting discounts and commissions. Each ADS represents four ordinary shares of the Company. After giving effect to the partial exercise of the Over-allotment Option, the total number of ADSs sold by the Company in the Offering will increase to 8,260,144 ADSs and the aggregate gross proceeds to the Company will be approximately US$142.5 million, before deducting underwriting discounts and commissions and other offering expenses payable by the Company. The closing of the Over- allotment Option is subject to customary closing conditions.
J.P. Morgan Securities LLC and Citigroup Global Markets Inc. acted as joint book-running managers for the Offering.
The Company will make further announcement(s) relating to the progress and closing of the Over-allotment Option as and when appropriate in compliance with the requirements under the Listing Rules to keep the Shareholders and potential investors of the Company informed.
By Order of the Board
Ascentage Pharma Group International Dr.Yang Dajun
Chairman and Executive Director
Suzhou, the PRC, February 7, 2025
As at the dateof this announcement, the Board comprises Dr. Yang Dajun as Chairman and executive Director, Dr. Wang Shaomeng and Dr. Lu Simon Dazhongas non-executive Directors, and Mr. Ye Changqing, Mr. Ren Wei, Dr. David Sidransky, Ms. Marina S. Bozilenko, Dr. Debra Yu and Marc E.Lippman, MD as independent non-executive Directors.
Exhibit 99.2
Ascentage Pharma Announces Partial Exercise of Underwriters’ Option to Purchase Additional American Depositary Shares
ROCKVILLE, Md. and SUZHOU, China, Feb. 07, 2025 (GLOBE NEWSWIRE) -- Ascentage Pharma (Nasdaq: AAPG, HKEX: 6855) announced today that the underwriters of its underwritten U.S. initial public offering (the “Offering”) have partially exercised their over-allotment option to purchase an additional 935,144 American depositary shares (“ADSs”) at the initial public offering price of $17.25 per ADS less underwriting discounts and commissions. Each ADS represents four ordinary shares of Ascentage Pharma. After giving effect to the partial exercise of the over-allotment option, the total number of ADSs sold by Ascentage Pharma in the Offering will increase to 8,260,144 ADSs and the aggregate gross proceeds to Ascentage Pharma will be approximately $142.5 million, before deducting underwriting discounts and commissions and other offering expenses payable by Ascentage Pharma. The closing of the over-allotment option is subject to customary closing conditions.
J.P. Morgan and Citigroup acted as joint book-running managers for the offering.
About Ascentage Pharma
Ascentage Pharma is a global, integrated biopharmaceutical company engaged in discovering, developing and commercializing therapies to address global unmet medical needs primarily in hematological malignancies. Ascentage Pharma has been listed on the Main Board of the Stock Exchange of Hong Kong Limited with the stock code 6855.HK since October 2019 and has also been listed on the Nasdaq Global Market under the ticker symbol “AAPG” since January 2025.
Contacts
Investor Relations
Hogan Wan, Head of IR and Strategy
Ascentage Pharma
+86 512 85557777
Stephanie Carrington
ICR Healthcare
(646) 277-1282
Media Relations
Sean Leous
ICR Healthcare
(646) 866-4012