LakeShore Biopharma Co., Ltd (OTCPK: LSBCF; OTCPK: LSBWF) announced it has entered into Amendment No. 1 to its Agreement and Plan of Merger with Oceanpine Skyline Inc. and its subsidiary, significantly reducing the per-share consideration from $0.90 to $0.066. The amended deal implies an equity value of approximately $2.7 million for the company, which will become a wholly owned subsidiary of Parent upon completion. The merger is expected to close in the third quarter of 2026, subject to shareholder approval and customary conditions.
The amendment follows a revised proposal received on March 24, 2026, from the buyer group, which includes Oceanpine Investment Fund II LP and other investors. The new per-share consideration represents a premium of 46.7% over the closing price on March 24, 2026, and 23.3% over the 10-day volume-weighted average price prior to that date. However, it marks an 86.7% reduction from the original $0.90 per share, reflecting a dramatic devaluation of the company. The termination fee was also reduced to $50,000 for the company and $100,000 for Parent.
The board of directors, acting on the recommendation of a special committee of independent directors, approved the amended agreement and recommends shareholders vote in favor. The special committee, advised by Kroll, LLC and legal counsel, negotiated the terms. Holders of approximately 53.35% of voting rights have agreed to support the merger. Upon completion, LakeShore Biopharma will become privately held and its shares will cease trading on the OTC Pink Open Market.
The company will file a proxy statement and a Schedule 13E-3 with the U.S. Securities and Exchange Commission (SEC), urging shareholders to review these documents for important details. The SEC's website (http://www.sec.gov) will host these filings. LakeShore Biopharma, previously known as YS Biopharma, develops vaccines and therapeutic biologics using its PIKA immunomodulating platform, targeting rabies, hepatitis B, influenza, and other infectious diseases. More information is available at https://investors.lakeshorebio.com/.
Forward-looking statements in the press release caution that actual results may differ due to risks such as competing offers, financing availability, and closing conditions. The company disclaims any obligation to update these statements.
