Shanghai Bao Pharmaceuticals Co., Ltd.

Date of Prospectus: December 2, 2025

Shanghai Bao Pharmaceuticals’ Landmark Hong Kong IPO: Deep-Dive Analysis, Financials, and Investor Outlook

IPO Snapshot: Offer Details and Key Figures

Shanghai Bao Pharmaceuticals Co., Ltd., a clinical-stage biopharmaceutical innovator leveraging synthetic biology for recombinant biologic drug development, is launching its IPO on the Main Board of the Hong Kong Stock Exchange under Chapter 18A.

• IPO Symbol: Not explicitly disclosed; peer company symbols not listed.
• Offer Price: HK\$26.38 per H Share
• Total Offer Size: 37,911,700 H Shares (representing approx. 11.63% of post-IPO share capital)
• Hong Kong Public Offering: Initial 3,791,200 H Shares
• International Offering: Initial 34,120,500 H Shares
• Post-IPO Outstanding Shares: 325,981,465 H Shares
• Application Window: Opens 9:00 a.m., December 2, 2025; closes 11:30 a.m., December 5, 2025 (White Form eIPO) [[5]].
• Listing Date: Not explicitly stated; inferred to be post-application window, December 2025 [[5]].

Use of Proceeds: Growth-Driven Investment

IPO proceeds will primarily fund:

• Ongoing and planned clinical development of pipeline products
• Expansion of manufacturing facilities
• Working capital for group needs

As of the latest practicable date, 73% of prior Pre-IPO proceeds (RMB1,530.6 million) have been utilized, with the remainder set for continued R&D and capacity expansion. The IPO is clearly focused on accelerating growth rather than deleveraging [[39]], [[257]].

Dividend Policy

No explicit dividend commitment or payout ratio targets disclosed. The company confirms that future dividends are not subject to any waivers or agreements to be waived [[721]].

Placement Structure and Issuance Breakdown

Offer Shares Breakdown:

• Hong Kong Public Offering: 10% (initial allocation), electronic application only
• International Offering: 90%, with cornerstone investor tranches
• Cornerstone Investors: Named and detailed below
• Employee Allocation: Pre-IPO Share Incentive Plans completed; all shares issued prior to listing, no further ESOP dilution [[713]]

Investor Participation and Book Quality

Cornerstone Investors: The IPO features commitments from recognized institutional investors, including:

• Center Laboratories
• Fangyuan Capital
• Findowin Capital
• GTINV (close associate of an existing shareholder)

Cornerstone investors collectively will not become substantial shareholders post-IPO and will not have board representation solely from their investment. Their allocations will be subject to a 6-month lock-up as per the cornerstone agreements [[501]].

Pre-IPO Investors: Locked up for 12 months post-listing, including private equity funds and public companies focused on healthcare. Sophisticated investors hold 24.43% of pre-IPO share capital [[39]].

No pre-listing disposals or sales by investors/early shareholders are disclosed [[39]].

Book Quality: The presence of reputable cornerstone and institutional investors, combined with strong sector focus, suggests solid book quality and potential support for first-day performance [[501]].

Deal Parties and IPO Structure

Key Parties:

• Joint Sponsors: Named in prospectus, including CLSA Limited, Haitong International, and others [[513]]
• Joint Bookrunners, Global Coordinators, Lead Managers: Multiple institutions named, including CLSA, Haitong, West Bull Securities, BOCOM International, CCB International, Guoyuan Securities, Livermore Holdings, Phillip Securities, SDIC Securities, Shenwan Hongyuan, SPDB International, Valuable Capital, Futu Securities, Tiger Brokers [[513]]

Underwriting: The Hong Kong Public Offering is fully underwritten on a conditional basis; the International Offering is expected to be fully underwritten [[513]].

Stabilization/Greenshoe: No explicit mention of greenshoe or stabilization mechanism in the disclosed sections.

Inferred Support: The extensive participation of well-known bookrunners and sponsors, combined with cornerstone investor commitments, implies that listing-day performance is likely to be supported by deal structure and market interest [[501]], [[513]].

Company Overview: Business Model and Market Position

Shanghai Bao Pharmaceuticals is a clinical-stage biotech company leveraging synthetic biology to develop and deliver recombinant biologic drugs, focusing on conditions with limited treatment options and complex manufacturing challenges.

• Business Model: R&D-driven, developing core products KJ017, KJ103, and SJ02 to meet eligibility requirements for listing under Chapter 18A [[10]].
• Revenue Streams: Primarily from drug development, with future commercialization expected post-approval.
• Key Products: Core pipeline includes KJ017, KJ103, SJ02; substantial R&D costs incurred [[10]].
• Customer Segments: Healthcare providers, hospitals, and potentially global markets in future commercialization.
• Geographies: Focused in China, seeking global expansion [[255]].

Industry Definition: Biotech sector, specializing in recombinant biologics with advanced synthetic biology capabilities.

Industry Size: Sector and market sizing not numerically disclosed in the available sections.

Market Position: Supported by sophisticated investors and Pre-IPO rounds; no direct market share numbers provided, but positioned as a high-growth, R&D-intensive biotech [[39]].

Financial Health: Multi-Period Performance

Key Financials (RMB ‘000):

Profitability: Company currently loss-making due to heavy R&D investment, common for clinical-stage biotech firms. No revenue figures disclosed for the periods covered.

Cash Flow, Capex, Working Capital: Liquidity appears healthy, with high net current assets supporting ongoing operations and expansion [[559]].

Management Team and Leadership

Leadership: Directors, supervisors, and senior management are named in the prospectus, with relevant experience in biopharmaceuticals and drug development [[469]].

Share Incentive Plans: Pre-IPO Share Incentive Plans implemented, incentivizing key talent and aligning interests with long-term growth [[713]].

Sector Trends, Timing, and Market Environment

Sector Trends: Biotech industry continues to be driven by unmet medical needs, technological advances in synthetic biology, and demand for innovative biologic drugs. The company’s pipeline targets conditions with complex manufacturing and limited treatment options, aligning with current sector drivers [[10]].

Timing:

• Hong Kong Public Offering Application: December 2–5, 2025
• Listing Date: Inferred to be December 2025

Market Environment: The prospectus highlights favorable conditions for biotech listings in Hong Kong under Chapter 18A, with regulatory support and investor interest in growth-stage innovators [[10]], [[153]].

Recent Developments: Multiple rounds of Pre-IPO financings completed, with substantial capital raised and deployed for R&D and manufacturing scale-up [[256]].

Conclusion: Market conditions appear supportive for a growth-focused biotech IPO, with strong cornerstone and institutional investor interest, and regulatory frameworks tailored to clinical-stage companies [[153]].

Risk Factors: Quantified Exposures and Strategic Considerations

Key Risk Factors:

• Business Risks: Uncertainty in drug development and commercialization; core products may not reach market or generate revenue [[10]], [[74]].
• Financial Risks: Continued losses and need for further capital until commercialization; reliance on equity and debt funding [[31]], [[430]].
• Regulatory Risks: Extensive government regulation, clinical trial and approval risks, compliance with Hong Kong and PRC laws [[74]].
• Intellectual Property: Litigation or challenges around IP rights and protection [[74]].
• Lock-up Risks: Pre-IPO investors and cornerstone allocations subject to lock-up, affecting short-term liquidity and trade volume [[143]].
• Market Risks: No guarantee of active trading or sustained market price post-IPO [[143]].

Growth Strategy: Expansion and Pipeline Development

Expansion Plans:

• Ongoing and planned clinical development for pipeline products
• Scale-up of manufacturing facilities
• Expansion of operations and global market entry post-listing

Timeline: Immediate use of IPO and remaining Pre-IPO proceeds for R&D, manufacturing, and working capital, with further investments expected post-IPO [[257]].

Ownership Structure and Lock-Up Arrangements

Pre-IPO Shareholding: Noted 24.43% held by sophisticated investors (Center Laboratories, Fangyuan Capital, Findowin Capital) [[39]].

Lock-ups:

• Pre-IPO investors: 12 months post-listing
• Cornerstone investors: 6 months post-listing
• Employee share incentive platforms: All underlying shares issued pre-IPO, no post-IPO dilution [[713]]

Promoters: 42 shareholders prior to conversion to joint stock company [[719]].

Valuation and Peer Comparison

No explicit P/E, P/B, EV/EBITDA, revenue growth, net margin, ROE, ROA, or dividend yield figures for issuer or peers disclosed in available sections. No peer symbols or sector performance tables provided.

Research & Opinions

No explicit analyst coverage, price targets, or institutional opinions included in the document.

IPO Allotment Result

Final subscription outcomes by tranche not disclosed.

Listing Outlook: Investor Perspective

Based on all disclosed figures:

• Strong cornerstone and institutional investor participation
• Clear growth-driven use of proceeds
• Healthy equity position and liquidity
• R&D-intensive, high-potential sector positioning
• Risks typical for clinical-stage biotech, notably commercialization uncertainty and regulatory hurdles

Inferred Subscription Worthiness: The IPO appears worth subscribing for investors seeking exposure to high-growth biotech, accepting sector-specific risks. First-day trading range is likely to be robust with potential for price appreciation above the offer price, given solid book quality and anchor investor support.

Prospectus Access

The prospectus is available at the following websites:

• www.hkexnews.hk
• www.baopharma.com

How to Apply: Application Channels and Procedure

Application Channels:

• White Form eIPO service: www.eipo.com.hk (for applicants who want physical H Share certificates)
• HKSCC EIPO channel: Via broker or custodian who is an HKSCC participant, using the FINI system

Application Window:

• Open: 9:00 a.m., Tuesday, December 2, 2025
• Close: 11:30 a.m., Friday, December 5, 2025 (White Form eIPO)
• Latest payment: 12:00 noon, Friday, December 5, 2025

Eligibility: Applicants must be 18 years or older with a Hong Kong address for White Form eIPO. Directors, supervisors, existing shareholders, and their close associates are excluded.