Latest news with #SinovacBiotech
Yahoo
14-07-2025
- Business
- Yahoo
Newly Elected Directors of Sinovac Hold the First Board Meeting
Mr. Andrew Y. Yan elected Chairman of the Board New Board Unanimously Resolved to Explore Future Dividend Plans, Conduct Search for New Auditor for Resuming NASDAQ Trading, and Restore Stable Operations of the Company, Amongst Other Things BEIJING, July 10, 2025--(BUSINESS WIRE)--Sinovac Biotech Ltd. (NASDAQ: SVA) (SINOVAC or the Company), a leading provider of biopharmaceutical products in China, today announced the new board of directors of the Company (the Board), comprising Mr. Simon Anderson, Mr. Shan Fu, Mr. Shuge Jiao, Mr. Chiang Li, Mr. Yuk Lam Lo, Mr. Yumin Qiu, Mr. Yu Wang, Ms. Rui-Ping Xiao, Mr. Andrew Y. Yan and Mr. Yin Weidong (collectively, the new Directors), held its first meeting today at the Company's headquarters in Beijing. This meeting is the first Board meeting held after the new Directors were elected to the Board at the Special Meeting of the Company held on July 8, 2025, at 8:00 p.m. Atlantic Standard Time. At the Special Meeting, 33,248,861 votes (or 54.71% of the total votes present and voting at the Special Meeting) were voted in favor of the election of the new Directors. The meeting was attended by eight of the ten new Directors, and another new Director who was absent from the meeting due to a schedule conflict expressed his support for the Board. As the first item on the agenda, the Directors elected Mr. Andrew Y. Yan, Managing Partner of SAIF Partners, as the Chairman of the Board. Throughout the meeting, the Board stressed its unwavering commitment to shareholder value creation and its intent to explore future dividend plans. Further, as the first steps to rectify the disruptions and chaos created by the previous board of the Company, the Board unanimously resolved that it will work diligently with the management and the advisors of the Company to appoint a new auditor of the Company so that the trading of the Company's shares on NASDAQ can be resumed as soon as possible, to properly and legally resolve the Company's ongoing litigations with shareholders, and to take necessary steps to defend the election results of the Special Meeting and restore stable operations of the Company. To this end, the Board declared that no individual or entity shall be entitled to represent the Company unless they are properly authorized by the Board or the management. At the meeting, the Board confirmed that Mr. Yin Weidong shall continue to serve as Executive Director and Chief Executive Officer of the Company. The Board thanked the current management for their extraordinary efforts in the past few years in navigating the Company through various challenges and confirmed its support of the current management to continue to lead the Company. Mr. Yin Weidong thanked the Board for its trust and expressed his confidence in the Company under the leadership of the Board. Mr. Andrew Y. Yan, Chairman of the SINOVAC Board, commented, "I am honored to be elected Chairman at this pivotal moment in SINOVAC's journey. With the support of our new Board, which fairly represents all shareholders' interest, we are committed to rebuilding trust, enhancing transparency, and delivering long-term value to our shareholders. This marks the beginning of a new era for the Company—one grounded in sound governance, operational excellence, and global ambition. I am confident that, together with management, we will lead SINOVAC into a stronger, more sustainable future." About SINOVAC Sinovac Biotech Ltd. (SINOVAC) is a China-based biopharmaceutical company that focuses on the R&D, manufacturing, and commercialization of vaccines that protect against human infectious diseases. SINOVAC's product portfolio includes vaccines against COVID-19, enterovirus 71 (EV71) infected Hand-Foot-Mouth disease (HFMD), hepatitis A, varicella, influenza, poliomyelitis, pneumococcal disease, etc. The COVID-19 vaccine, CoronaVac®, has been approved for use in more than 60 countries and regions worldwide. The hepatitis A vaccine, Healive®, passed WHO prequalification requirements in 2017. The EV71 vaccine, Inlive®, is an innovative vaccine under "Category 1 Preventative Biological Products" and commercialized in China in 2016. In 2022, SINOVAC's Sabin-strain inactivated polio vaccine (sIPV) and varicella vaccine were prequalified by the WHO. SINOVAC was the first company to be granted approval for its H1N1 influenza vaccine Panflu.1®, which has supplied the Chinese government's vaccination campaign and stockpiling program. The Company is also the only supplier of the H5N1 pandemic influenza vaccine, Panflu®, to the Chinese government stockpiling program. SINOVAC continually dedicates itself to new vaccine R&D, with more combination vaccine products in its pipeline, and constantly explores global market opportunities. SINOVAC plans to conduct more extensive and in-depth trade and cooperation with additional countries, and business and industry organizations. Safe Harbor Statement This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. Such statements are based upon current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's or Board's control, which may cause actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company and Board do not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law. View source version on Contacts Investor and Media Contact Sinovac Biotech ir@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
07-07-2025
- Business
- Yahoo
CORRECTING and REPLACING SAIF Partners: Now is Your Last Chance to Vote for Board Change at Sinovac
Sinovac's Special Meeting of Shareholders is Just Days Away; Your Vote Matters No Matter How Many Shares You Own SAIF Partners Urges Shareholders to Vote the GOLD Proxy Card "FOR" its Director Candidates to End Years of Chaos, Restore Credibility and Unlock Long-Term Value for All Sinovac Shareholders NEW YORK, July 02, 2025--(BUSINESS WIRE)--Third paragraph, second sentence of release should read: These include the current Board's failure to actively engage with management, its lack of sound financial reasoning for its proposed dividend figures, its apparent unwillingness to hire a new independent auditor after it drove Sinovac's prior public accounting firm to resign in April, and its poor governance practices. The updated release reads: SAIF PARTNERS: NOW IS YOUR LAST CHANCE TO VOTE FOR BOARD CHANGE AT SINOVAC Sinovac's Special Meeting of Shareholders is Just Days Away; Your Vote Matters No Matter How Many Shares You Own SAIF Partners Urges Shareholders to Vote the GOLD Proxy Card "FOR" its Director Candidates to End Years of Chaos, Restore Credibility and Unlock Long-Term Value for All Sinovac Shareholders SAIF Partners IV L.P., ("SAIF Partners", "we" or "us"), the largest single investor in Sinovac Biotech Ltd. ("Sinovac" or the "Company") which beneficially owns approximately 15% of the Company's outstanding common shares, today urged shareholders to immediately vote "FOR" the election of SAIF Partners' ten highly qualified director candidates to the Company's Board of Directors (the "Board") using the GOLD proxy card. Sinovac's Special Meeting of Shareholders (the "Special Meeting") – scheduled for Tuesday, July 8 at 8:00 p.m. Atlantic Standard Time (Wednesday, July 9 at 8:00 a.m. China Standard Time) – is just days away, and time is running out to cast your vote for change. SAIF Partners firmly believes that Sinovac's current Board – the majority of whose members were not duly elected by shareholders or sanctioned by the Privy Council – does not act in the interests of all shareholders, and in fact only began to do so when it was publicly pressured. Further, we believe the current Board lacks integrity, industry experience, management expertise, and respect for the law necessary to fulfill its lofty promises to shareholders. As such, we do not believe the current Board has the capability to resolve the Company's most pressing issues, including concluding its numerous lawsuits and ending the six-year suspension of the trading of Sinovac's common shares in the public markets. Most importantly, however, we are highly skeptical of the current Board's ability to follow through on its plan to issue significant dividends to shareholders for several concerning reasons. These include the current Board's failure to actively engage with management, its lack of sound financial reasoning for its proposed dividend figures, its apparent unwillingness to hire a new independent auditor after it drove Sinovac's prior public accounting firm to resign in April, and its poor governance practices. These issues, among others, lead us to believe that the current Board has put forth its massive dividend distribution plan simply to win shareholders' support and retain their positions, even though it lacks the capabilities to follow through on its stated promise. Ultimately, we believe that meaningful change is urgently needed on Sinovac's Board to restore the Company's credibility with investors and regulators and unlock the tremendous long-term value embedded within Sinovac for all shareholders. If elected, our nominees will work closely with management to deliver shareholders the long-overdue dividends they deserve and establish a long-term business strategy that will maximize the value of the Company for all shareholders. Now is Your Chance to Elect a Board that Will Act in the Best Interest of ALL Sinovac Shareholders Vote the GOLD Proxy Card Today "FOR" Proposal 1 and Proposal 2 to Remove Sinovac's Current Board and Elect SAIF Partners' Highly Qualified Director Candidates VISIT TO CAST YOUR VOTE USING YOUR UNIQUE CONTROL NUMBER LOCATED ON YOUR GOLD PROXY CARD. IF YOU RECEIVED A GOLD PROXY CARD BY EMAIL, CLICK THE LINK IN YOUR EMAIL TO CAST YOUR VOTE IF YOU DID NOT RECEIVE A GOLD PROXY CARD OR IF YOU HAVE LOST YOUR GOLD PROXY CARD, CHECK YOUR SPAM FOLDER OR CONTACT YOUR BROKER TO ASK FOR YOUR CONTROL NUMBER. IF YOU HAVE ALREADY VOTED USING THE COMPANY'S WHITE PROXY CARD, YOU CAN STILL CHANGE YOUR VOTE BY USING YOUR GOLD PROXY CARD. About SAIF Partners SAIF Partners is a leading Asian private equity firm with cumulative assets under management of over $4 billion. SAIF Partners is an active lead investor working closely with its portfolio companies to develop their business both organically and through acquisitions, seeking synergistic cooperation among them, as well as enhancing shareholder value via promotion of good corporate governance and best management practices. Additional Information and Where to Find It This communication may be deemed to be solicitation material in respect of SAIF Partners' nomination of ten director nominees to Sinovac's Board. In connection with such solicitation, SAIF Partners mailed the definitive proxy statement and proxy card to shareholders of Sinovac with respect to the Special Meeting to be held in connection with the election of directors to Sinovac's Board. The definitive proxy statement mailed by SAIF Partners is also filed as Exhibit 1 to its Schedule 13D/A filed on or about June 16, 2025. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH SINOVAC'S SPECIAL MEETING, INCLUDING ANY DOCUMENT INCORPORATED BY REFERENCE THEREIN, CAREFULLY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE DIRECTOR NOMINEES AND THE SPECIAL MEETING AND RELATED MATTERS. Sinovac's shareholders may obtain, free of charge, the definitive version of the proxy statement, any amendments or supplements thereto, and any other relevant documents mailed by SAIF Partners in connection with the Special Meeting at View source version on Contacts Media Contacts Jonathan Gasthalter/Mark Semer/Grace CartwrightGasthalter & Co.+1 (212) 257 4170SAIF@ Investor Contacts Paul Schulman/Bill Dooley/Jon EylSodali & Co.+ 1 (203) 658-9400SAIF@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
Yahoo
02-07-2025
- Business
- Yahoo
SAIF Partners Sends Letter to Sinovac Shareholders
Highlights Current Board's Empty Promises, Failure to Deliver Value for Shareholders, and Certain Directors' Concerning Patterns of Reckless, Unethical and Illegal Actions to Retain Control of Sinovac SAIF Partners Urges Shareholders to Vote the GOLD Proxy Card "FOR" its Director Nominees to End Years of Chaos, Restore Credibility and Unlock Long-Term Value for All Sinovac Shareholders NEW YORK, July 01, 2025--(BUSINESS WIRE)--SAIF Partners IV L.P., ("SAIF Partners"), the largest single investor in Sinovac Biotech Ltd. ("Sinovac" or the "Company"), beneficially owning approximately 15% of the outstanding common shares, today sent a letter to Sinovac shareholders regarding the current Board's empty promises to shareholders, numerous failures overseeing the Company, and certain directors' concerning patterns of reckless, unethical and illegal actions to retain control of Sinovac. The full text of the letter is as follows: July 1, 2025 Dear Fellow Sinovac Shareholders, SAIF Partners ("we" or "us") is the largest single investor and a long-term shareholder in Sinovac Biotech Ltd. ("Sinovac" or the "Company"). We beneficially own approximately 15% of the Company's outstanding common shares. As you are likely aware, on June 24, 2025, Sinovac's Board of Directors (the "Board") announced its intention to pay "up to" $138.73 per share in total dividends to shareholders – a significant increase from Sinovac's previously announced $55 per share dividend scheduled to be distributed on or about July 7, 2025. As a financial investor in Sinovac just like you, we welcome the idea of the Company distributing these significant dividends. However, we have serious doubts that the current Board will be able to deliver any further dividends to you. Don't Believe Empty Promises: Sinovac's Current Board Failed to Act Until it Was Pressured by Shareholders and Became Desperate to Win Your Votes to Retain Control of Sinovac Shareholders should not be fooled by the current Board's empty promises intended to protect the status quo and retain their positions. Sinovac's current directors – the majority of whom were not duly elected by shareholders – have offered up such large dividends only because their positions are on the line at the upcoming Special Meeting of Shareholders (the "Special Meeting") to be held on July 8, 2025, and they are trying to buy shareholders' support. Further, the misleading dividend plan outlined by the current Board reveals its recklessness and its ignorance of the nature of Sinovac's business, the financial status of the Company, and the applicable PRC laws and regulations under which the Company operates: All of Sinovac's profits over the past several years were created by the former Board and management team. The current Board contributed nothing to the generation of the Company's profits. The previously-announced $55 per share dividend – for which the current Board is seeking to take credit – was distributed from Sinovac's Chinese subsidiaries to the Company before 2025 by the former Board and was made ready for further distribution to shareholders by the former Board and management, not the current Board. That dividend was originally withheld because of the chaos created by the lawsuit regarding the 2018 takeover of Sinovac's Board by representatives of minority shareholders 1Globe and Orbimed. The current Board only recently announced its plan to distribute the dividend once it faced public pressure from shareholders including SAIF Partners. This chaotic lawsuit – led by the belligerent 1Globe and Orbimed group – has mired Sinovac in a series of legal battles that have left shareholders unable to trade the Company's stock or receive long-overdue dividend payments. If the current Board is not removed, we believe shareholders' capital will remain trapped within the Company indefinitely. Further, under the current Board, Sinovac's independent auditor, Grant Thornton Zhitong Certified Public Accountants LLP ("Grant Thornton"), resigned on April 21, 2025, and since then the Company has operated without an auditor. Given that Grant Thornton's resignation was prompted by the current Board's governance failures, we have good reason to believe that no auditor will work for Sinovac until there is a fundamental change in the Company's governance practices. We do not believe the current Board will be able to retain a new auditor given its long-term conflict with management and other shareholders. Given these realities, it appears to us that Sinovac's current Board has thrown out a massive dividend figure purely to win your votes – without consulting the people who run the Company, and without audited financial data required to make an informed judgement regarding the Company's capacity to pay dividends. The 1Globe and Orbimed Group Have Taken Reckless, Unethical and Illegal Actions to Take Control of Sinovac Sinovac operates within the highly regulated public health sector. It is critical that the Company maintains the highest respect for laws and ethics, requiring that it has principled, ethical leaders at its helm. However, the 1Globe and Orbimed group have employed a reckless approach and have previously acted with flagrant disregard for both professional ethics and applicable laws. For instance: In or about November 2018, Sinovac directors Mr. Pengfei Li and Mr. Jianzeng Cao – both directors nominated by 1Globe and Orbimed – were prohibited by the Hong Kong High Court from purporting to act or holding themselves out as Directors of Sinovac Hong Kong or its subsidiaries. The Hong Kong High Court found that Mr. Li and Mr. Cao forged documents and illegally filed them with the Hong Kong Companies Registry in an attempt to unlawfully remove Directors of Sinovac Hong Kong, and to deceive the Hong Kong Companies Registry into believing that the Board of Sinovac Hong Kong had been reconstituted. In May of 2020, the U.S. Securities and Exchange Commission (the "SEC") found that Dr. Chiang Li and 1Globe violated federal securities laws and regulations and imposed civil money penalties on them. Specifically, the SEC found that by the end of 2017, 1Globe, Dr. Chiang Li and Dr. Chiang Li's relatives "together held nearly one-third of the common stock of [Sinovac] and participated in an activist plan to replace four of five incumbent directors . . . at Sinovac's 2018 annual shareholder meeting." 1Globe and Dr. Chiang Li, however, "failed to disclose their full beneficial ownership of Sinovac stock, inclusive of substantial shares held by related parties, and their participation in a plan, led by other investors, thereby depriving existing and potential shareholders of information necessary to make fully informed investment decisions." Based on its findings, the SEC ordered that 1Globe and Dr. Chiang Li cease and desist from committing or causing any violations and any future violations of Sections 13(d)(1) and 13(d)(2) of the Exchange Act and Rules 13d–1 and 13d–2 thereunder. The SEC also imposed civil penalties on both 1Globe and Dr. Chiang Li, with 1Globe agreeing to pay USD $200,000 and Dr. Chiang Li agreeing to pay USD $90,000 in civil money penalties. In or about February 2024, it was reported that Shandong Sinobioway Biomedicine Co., Ltd. ("Shandong Sinobioway", a public listed company in the PRC), had received a criminal judgment from the People's Court of Zhangdian District, Zibo City, Shandong Province ("Shandong Court"), in which Mr. Pengfei Li was one of the named defendants. Mr. Pengfei Li is the CEO of 1Globe China, and it is believed he committed the criminal behaviors as part of 1Globe's scheme to take control of Sinovac and its subsidiaries. The Shandong Court found that Mr. Pengfei Li had committed the crimes of embezzlement, forging government documents and seals, and forging company seals, and sentenced him to eight years in prison and ordered that he pay a fine of RMB 780,000. In addition, the Shandong Court ruled that Hangzhou Qiangxin Biotechnology Co., Ltd., a Chinese subsidiary of 1Globe, had illegally acquired a 34% equity interest in Sinobioway Biomedicine Co., Ltd., a wholly owned subsidiary of Shandong Sinobioway and the minority shareholder of Sinovac's Beijing joint venture. Given these unscrupulous behaviors over a long period of time, we strongly doubt that the current Board will ever be able to build the internal and external support to effectively oversee Sinovac, maintain financial discipline, and pay the significant dividends it has promised to you in an effort to win your vote. A New Board is Immediately Needed to Restore Sinovac's Credibility and Maximize Shareholder Value We believe that immediate change is needed on Sinovac's Board to unlock the tremendous value embedded in the Company for all shareholders. To that end, we have nominated ten highly qualified director candidates for election to the Board at the upcoming Special Meeting who are committed to resolving Sinovac's legal disputes, retaining a new independent auditor, and taking the steps necessary to deliver value to all shareholders, including: Immediately paying out the long-scheduled USD $55 per share dividend to shareholders; Ending the six-year trading halt of Sinovac's common shares, which has left the stock at a price of $6.47 per share – reflecting only a fraction of the Company's current value; Paying shareholders further dividends based on the Company's audited financial accounts. If elected, SAIF's nominees – who include Sinovac's founder and current CEO – will bring extensive industry knowledge, management experience, and shareholder alignment to the Board, and work closely with management to bring disciplined corporate governance, proper capital allocation, strategic foresight and operational excellence to the Company. SAIF Partners urges all Sinovac shareholders to vote the GOLD Proxy Card "FOR" the removal of the current Board and "FOR" the election of our ten highly qualified director nominees to the Board at the Special Meeting of Shareholders. Now is Your Chance to Elect a Board that Will Act in the Best Interest of ALL Sinovac Shareholders VOTE THE GOLD PROXY CARD TODAY YOUR VOTE IS IMPORTANT, NO MATTER HOW MANY OR HOW FEW SHARES YOU OWN!Please vote today by telephone or via the Internetby following the easy instructions on the GOLD proxy card. If you have any questions or requireassistance in authorizing a proxy or voting your common shares, please contact: Sodali & Co430 Park Avenue, 14th FloorNew York, NY 10022Call Toll-Free in North America: (800) 662-5200Outside of North America Call Collect: (203) 658-9400Email: SAIF@ About SAIF Partners SAIF Partners is a leading Asian private equity firm with cumulative assets under management of over $4 billion. SAIF Partners is an active lead investor working closely with its portfolio companies to develop their business both organically and through acquisitions, seeking synergistic cooperation among them, as well as enhancing shareholder value via promotion of good corporate governance and best management practices. Additional Information and Where to Find it This communication may be deemed to be solicitation material in respect of SAIF Partners' nomination of ten director nominees to Sinovac's Board. In connection with such solicitation, SAIF Partners mailed the definitive proxy statement and proxy card to shareholders of Sinovac with respect to the Special Meeting to be held in connection with the election of directors to Sinovac's Board. The definitive proxy statement mailed by SAIF Partners is also filed as Exhibit 1 to its Schedule 13D/A filed on or about June 16, 2025. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE SINOVAC SPECIAL MEETING, INCLUDING ANY DOCUMENT INCORPORATED BY REFERENCE THEREIN, CAREFULLY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE DIRECTOR NOMINEES AND THE SPECIAL MEETING AND RELATED MATTERS. Sinovac's shareholders may obtain, free of charge, the definitive version of the proxy statement, any amendments or supplements thereto, and any other relevant documents mailed by SAIF Partners in connection with the Special Meeting at View source version on Contacts Media ContactsJonathan Gasthalter/Mark Semer/Grace CartwrightGasthalter & Co.+1 (212) 257 4170SAIF@ Investor ContactsPaul Schulman/Bill Dooley/Jon EylSodali & Co.+ 1 (203) 658-9400SAIF@ Error in retrieving data Sign in to access your portfolio Error in retrieving data Error in retrieving data Error in retrieving data Error in retrieving data
National Post
01-07-2025
- Business
- National Post
SAIF Partners Sends Letter to Sinovac Shareholders
Article content Article content Highlights Current Board's Empty Promises, Failure to Deliver Value for Shareholders, and Certain Directors' Concerning Patterns of Reckless, Unethical and Illegal Actions to Retain Control of Sinovac Article content Article content SAIF Partners Urges Shareholders to Vote the GOLD Proxy Card ' FOR ' its Director Nominees to End Years of Chaos, Restore Credibility and Unlock Long-Term Value for All Sinovac Shareholders Article content NEW YORK — SAIF Partners IV L.P., ('SAIF Partners'), the largest single investor in Sinovac Biotech Ltd. ('Sinovac' or the 'Company'), beneficially owning approximately 15% of the outstanding common shares, today sent a letter to Sinovac shareholders regarding the current Board's empty promises to shareholders, numerous failures overseeing the Company, and certain directors' concerning patterns of reckless, unethical and illegal actions to retain control of Sinovac. The full text of the letter is as follows: Article content July 1, 2025 Article content Dear Fellow Sinovac Shareholders, Article content SAIF Partners ('we' or 'us') is the largest single investor and a long-term shareholder in Sinovac Biotech Ltd. ('Sinovac' or the 'Company'). We beneficially own approximately 15% of the Company's outstanding common shares. As you are likely aware, on June 24, 2025, Sinovac's Board of Directors (the 'Board') announced its intention to pay 'up to' $138.73 per share in total dividends to shareholders – a significant increase from Sinovac's previously announced $55 per share dividend scheduled to be distributed on or about July 7, 2025. Article content As a financial investor in Sinovac just like you, we welcome the idea of the Company distributing these significant dividends. Article content However, we have serious doubts that the current Board will be able to deliver any further dividends to you. Article content Don't Believe Empty Promises: Sinovac's Current Board Failed to Act Until it Was Pressured by Shareholders and Became Desperate to Win Your Votes to Retain Control of Sinovac Article content Shareholders should not be fooled by the current Board's empty promises intended to protect the status quo and retain their positions. Sinovac's current directors – the majority of whom were not duly elected by shareholders – have offered up such large dividends only because their positions are on the line at the upcoming Special Meeting of Shareholders (the 'Special Meeting') to be held on July 8, 2025, and they are trying to buy shareholders' support. Article content Further, the misleading dividend plan outlined by the current Board reveals its recklessness and its ignorance of the nature of Sinovac's business, the financial status of the Company, and the applicable PRC laws and regulations under which the Company operates: Article content All of Sinovac's profits over the past several years were created by the former Board and management team. The current Board contributed nothing to the generation of the Company's profits. The previously-announced $55 per share dividend – for which the current Board is seeking to take credit – was distributed from Sinovac's Chinese subsidiaries to the Company before 2025 by the former Board and was made ready for further distribution to shareholders by the former Board and management, not the current Board. That dividend was originally withheld because of the chaos created by the lawsuit regarding the 2018 takeover of Sinovac's Board by representatives of minority shareholders 1Globe and Orbimed. The current Board only recently announced its plan to distribute the dividend once it faced public pressure from shareholders including SAIF Partners. This chaotic lawsuit – led by the belligerent 1Globe and Orbimed group – has mired Sinovac in a series of legal battles that have left shareholders unable to trade the Company's stock or receive long-overdue dividend payments. If the current Board is not removed, we believe shareholders' capital will remain trapped within the Company indefinitely. Further, under the current Board, Sinovac's independent auditor, Grant Thornton Zhitong Certified Public Accountants LLP ('Grant Thornton'), resigned on April 21, 2025, and since then the Company has operated without an auditor. Given that Grant Thornton's resignation was prompted by the current Board's governance failures, we have good reason to believe that no auditor will work for Sinovac until there is a fundamental change in the Company's governance practices. We do not believe the current Board will be able to retain a new auditor given its long-term conflict with management and other shareholders. Article content Given these realities, it appears to us that Sinovac's current Board has thrown out a massive dividend figure purely to win your votes – without consulting the people who run the Company, and without audited financial data required to make an informed judgement regarding the Company's capacity to pay dividends. Article content The 1Globe and Orbimed Group Have Taken Reckless, Unethical and Illegal Actions to Take Control of Sinovac Article content Sinovac operates within the highly regulated public health sector. It is critical that the Company maintains the highest respect for laws and ethics, requiring that it has principled, ethical leaders at its helm. However, the 1Globe and Orbimed group have employed a reckless approach and have previously acted with flagrant disregard for both professional ethics and applicable laws. For instance: Article content In or about November 2018, Sinovac directors Mr. Pengfei Li and Mr. Jianzeng Cao – both directors nominated by 1Globe and Orbimed – were prohibited by the Hong Kong High Court from purporting to act or holding themselves out as Directors of Sinovac Hong Kong or its subsidiaries. The Hong Kong High Court found that Mr. Li and Mr. Cao forged documents and illegally filed them with the Hong Kong Companies Registry in an attempt to unlawfully remove Directors of Sinovac Hong Kong, and to deceive the Hong Kong Companies Registry into believing that the Board of Sinovac Hong Kong had been reconstituted. In May of 2020, the U.S. Securities and Exchange Commission (the 'SEC') found that Dr. Chiang Li and 1Globe violated federal securities laws and regulations and imposed civil money penalties on them. Specifically, the SEC found that by the end of 2017, 1Globe, Dr. Chiang Li and Dr. Chiang Li's relatives 'together held nearly one-third of the common stock of [Sinovac] and participated in an activist plan to replace four of five incumbent directors . . . at Sinovac's 2018 annual shareholder meeting.' 1Globe and Dr. Chiang Li, however, 'failed to disclose their full beneficial ownership of Sinovac stock, inclusive of substantial shares held by related parties, and their participation in a plan, led by other investors, thereby depriving existing and potential shareholders of information necessary to make fully informed investment decisions.' Based on its findings, the SEC ordered that 1Globe and Dr. Chiang Li cease and desist from committing or causing any violations and any future violations of Sections 13(d)(1) and 13(d)(2) of the Exchange Act and Rules 13d–1 and 13d–2 thereunder. The SEC also imposed civil penalties on both 1Globe and Dr. Chiang Li, with 1Globe agreeing to pay USD $200,000 and Dr. Chiang Li agreeing to pay USD $90,000 in civil money penalties. In or about February 2024, it was reported that Shandong Sinobioway Biomedicine Co., Ltd. ('Shandong Sinobioway', a public listed company in the PRC), had received a criminal judgment from the People's Court of Zhangdian District, Zibo City, Shandong Province ('Shandong Court'), in which Mr. Pengfei Li was one of the named defendants. Mr. Pengfei Li is the CEO of 1Globe China, and it is believed he committed the criminal behaviors as part of 1Globe's scheme to take control of Sinovac and its subsidiaries. The Shandong Court found that Mr. Pengfei Li had committed the crimes of embezzlement, forging government documents and seals, and forging company seals, and sentenced him to eight years in prison and ordered that he pay a fine of RMB 780,000. In addition, the Shandong Court ruled that Hangzhou Qiangxin Biotechnology Co., Ltd., a Chinese subsidiary of 1Globe, had illegally acquired a 34% equity interest in Sinobioway Biomedicine Co., Ltd., a wholly owned subsidiary of Shandong Sinobioway and the minority shareholder of Sinovac's Beijing joint venture. Article content Given these unscrupulous behaviors over a long period of time, we strongly doubt that the current Board will ever be able to build the internal and external support to effectively oversee Sinovac, maintain financial discipline, and pay the significant dividends it has promised to you in an effort to win your vote. Article content A New Board is Immediately Needed to Restore Sinovac's Credibility and Maximize Shareholder Value Article content We believe that immediate change is needed on Sinovac's Board to unlock the tremendous value embedded in the Company for all shareholders. To that end, we have nominated ten highly qualified director candidates for election to the Board at the upcoming Special Meeting who are committed to resolving Sinovac's legal disputes, retaining a new independent auditor, and taking the steps necessary to deliver value to all shareholders, including: Article content Immediately paying out the long-scheduled USD $55 per share dividend to shareholders; Ending the six-year trading halt of Sinovac's common shares, which has left the stock at a price of $6.47 per share – reflecting only a fraction of the Company's current value; Paying shareholders further dividends based on the Company's audited financial accounts. Article content If elected, SAIF's nominees – who include Sinovac's founder and current CEO – will bring extensive industry knowledge, management experience, and shareholder alignment to the Board, and work closely with management to bring disciplined corporate governance, proper capital allocation, strategic foresight and operational excellence to the Company. Article content SAIF Partners urges all Sinovac shareholders to vote the GOLD Proxy Card 'FOR' the removal of the current Board and 'FOR' the election of our ten highly qualified director nominees to the Board at the Special Meeting of Shareholders. Article content Now is Your Chance to Elect a Board that Will Act in the Best Interest of ALL Sinovac Shareholders Article content SAIF Partners is a leading Asian private equity firm with cumulative assets under management of over $4 billion. SAIF Partners is an active lead investor working closely with its portfolio companies to develop their business both organically and through acquisitions, seeking synergistic cooperation among them, as well as enhancing shareholder value via promotion of good corporate governance and best management practices. Article content Additional Information and Where to Find it Article content This communication may be deemed to be solicitation material in respect of SAIF Partners' nomination of ten director nominees to Sinovac's Board. In connection with such solicitation, SAIF Partners mailed the definitive proxy statement and proxy card to shareholders of Sinovac with respect to the Special Meeting to be held in connection with the election of directors to Sinovac's Board. The definitive proxy statement mailed by SAIF Partners is also filed as Exhibit 1 to its Schedule 13D/A filed on or about June 16, 2025. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE SINOVAC SPECIAL MEETING, INCLUDING ANY DOCUMENT INCORPORATED BY REFERENCE THEREIN, CAREFULLY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE DIRECTOR NOMINEES AND THE SPECIAL MEETING AND RELATED MATTERS. Sinovac's shareholders may obtain, free of charge, the definitive version of the proxy statement, any amendments or supplements thereto, and any other relevant documents mailed by SAIF Partners in connection with the Special Meeting at Article content Article content Article content Article content Article content Contacts Article content Media Contacts Jonathan Gasthalter/Mark Semer/Grace Cartwright Gasthalter & Co. +1 (212) 257 4170 SAIF@ Article content
National Post
24-06-2025
- Business
- National Post
SAIF Partners Sends Open Letter to Sinovac Shareholders Outlining Current Board's Failure to Act in the Interests of Shareholders
Article content SAIF Partners Nominees Will Work Proactively to Help Shareholders Realize Full Value of Sinovac, Including Through the Payment of Significant Dividends and Resumption of Trading of Common Shares Article content Current Board – With Most Directors Not Duly Elected By Shareholders and Not Sanctioned By Privy Council – Never Prioritized Taking Action to Resume Trading or Pay Dividends, Until Pressured By Shareholders Article content Article content Sinovac Management – and Not the Current Board – is Working Actively to Make Funds Available for a US$55 Per Share Dividend Distribution Article content Urges Sinovac Shareholders to VOTE the GOLD Proxy Card FOR the Election of SAIF's Director Nominees, and Discard the Company's White Card Article content BEIJING — SAIF Partners IV L.P., ('SAIF Partners'), the largest single investor in Sinovac Biotech Ltd. ('Sinovac' or the 'Company'), beneficially owning approximately 15% of the outstanding common shares, today sent a letter to its fellow Sinovac shareholders exposing the current Sinovac Board's failure to act in the interest of all shareholders resulting in failure to pay shareholders dividends and to resume trading of the shares after a six-year halt. Article content This is a stark contrast to the ten highly qualified individuals that SAIF Partners has nominated for election to Sinovac's Board of Directors (the 'Board') who are deeply committed to working proactively to help shareholders realize the full value of their investment in Sinovac, which they have been denied for many years. In fact, Sinovac management – and not the current Board – is working actively to make funds available for payment of a dividend. Article content Shareholders will have the opportunity to vote for change by electing SAIF Partners' nominees in connection with the special meeting of the shareholders of the Company to be held on Tuesday, July 8, 2025 at 8 p.m. Atlantic Standard Time (Wednesday, July 9, 2025 at 8:00 a.m. China Standard Time), and at any adjourned, postponed, continued, or rescheduled meeting thereof (the 'Special Meeting'). Article content In the letter, SAIF Partners highlights how the current board – which is largely comprised of directors who are not duly elected by the shareholders and are not sanctioned by the Privy Council – has failed to take action until it was pressured to do so by shareholders. Further, the current Board has not demonstrated interest in building value for Sinovac shareholders and is generally disengaged from management. If elected, SAIF Partners' nominees will work closely with management to address Sinovac's challenges, and will bring disciplined corporate governance, proper capital allocation, strategic foresight and operational excellence to the Company. Article content SAIF Partners also reiterates its plan to address the most critical priorities for Sinovac, including declaring additional dividends, resuming trading of common shares and resolving shareholder disputes. Article content The full text of the letter is below. Article content June 24, 2025 Article content Dear Fellow Sinovac Shareholders: Article content As the largest single shareholder of Sinovac Biotech Ltd. ('Sinovac' or the 'Company'), beneficially owning approximately 15% of the outstanding common shares, we are writing to you today to share some important information as we approach the special meeting of shareholders where you will have the opportunity to choose who represents you on the Company's Board of Directors (the 'Board'). Article content You deserve a Board that acts proactively to create value on your behalf to ensure the distribution of dividends and provide liquidity to all shareholders. SAIF Partners IV L.P., ('SAIF Partners') has nominated ten highly qualified candidates for election to the Board who will do exactly that. We urge you to vote the GOLD card for our director candidates today, and to discard the Company's white card. We felt that nominating director candidates was necessary because the current four-member Board – with one member affiliated with 1Globe and two members affiliated with OrbiMed – has not effectively guided Sinovac after the significant chaos of the past several years. The current Board has prioritizing spending the Company's cash to continue a seven-year legal feud between 1Globe and other shareholders and management of the Company. Only when we forced Sinovac to hold a special meeting of shareholders – and they faced the possibility that they will be removed from their positions – did they react by declaring dividends and taking cursory steps to other longstanding issues. How did we get to this point? Article content The previous Board, elected in 2017, oversaw the Company's record performance during the Covid-19 pandemic. As a result of their efforts, together with the management team, Sinovac has approximately $10.3 billion in cash in its accounts. The current Board – which took office in February 2025 and is dominated by 1Globe and OrbiMed – kicked out the Board that oversaw this incredible success. After taking control, they did nothing to build value for all shareholders, as none of the Company's cash has been distributed in dividends, and the common shares have not traded for more than six years. One would think that the current Board's highest priority would be corrective action to reverse these critical issues. Other than pursue their directionless legal disputes, they have done nothing for Sinovac or the shareholders. The prolonged halt of stock trading and failure to distribute dividends are a direct result of the efforts to replace the previous Board by the current one, led by 1Globe. If the ongoing conflicts involving the current Board, management and shareholders escalate and are not resolved, it will be impossible to resume stock trading. This is a tragedy given that if the common shares were trading solely based on the $10.3 billion in cash and cash equivalents, it would be above $140 per share – over 22 times the $6.47 per share price where it is currently halted. Our nominees are deeply committed to unlocking the significant value of Sinovac for all shareholders by paying sizable dividends and resuming trading of the Company's common shares. In fact, it is the management of Sinovac – and not the current Board – that is working actively to make funds available for payment of a dividend. If the current Board had been supportive of such an action, and had worked collaboratively to bring it to fruition, the dividends would have been distributed by now. The current Board has lost its legitimacy. In January 2025, the Privy Council ruled that Haifeng Qiu, Yuk Lam Lo, David Guowei Wang, Pengfei Li and Jianzeng Cao were elected to the Board. Four of these directors resigned in just four months without explanation, and the current Board is now comprised of Yuk Lam Lo, Chiang Li, Sven H. Borho and Geoffrey C. Hsu. As such, Yuk Lam Lo was the only member of the Board duly elected by the shareholders and sanctioned by the Privy Council. Perhaps most damning is that the current Board has not demonstrated interest, ability or drive to lead Sinovac. It is comprised of individuals who are generally disengaged from management, and have caused 'disruptive impact' on Sinovac according to management. Article content It is time to elect directors who, if elected, will execute a plan to maximize value for ALL Sinovac shareholders. This includes: Article content Declare Significant Dividends SAIF Partners' nominees' commitment to paying appropriate dividends is a primary motivation for calling for the special meeting of shareholders. Everything we have done thus far, including calling for early payment of the $55 dividend the current Board declared, shows our commitment. As directors, our nominees will ratify the special dividends that have been declared or have been contemplated by the current Board. Article content The time has come to hold the current Board accountable for their failure to act. Sinovac shareholders deserve a competent Board committed to representing their best interests. Please make your voice heard. Article content WE URGE YOU TO PROTECT THE VALUE OF YOUR INVESTMENT AND VOTE THE GOLD PROXY CARD FOR OUR HIGHLY QUALIFIED DIRECTOR CANDIDATES TODAY. Article content Please do not return the white proxy card you may receive from the Company or otherwise authorize a Company's proxy to vote your common shares at the special meeting, not even as a protest vote. If you have already sent a proxy card to the Company or otherwise authorized a Company's proxy to vote your common shares at the special meeting, it is not too late to change your vote by using the enclosed GOLD proxy card. Only your latest dated proxy will be counted. Article content SAIF Partners Article content About SAIF Partners Article content SAIF Partners is a leading Asian private equity firm with cumulative assets under management of over $4 billion. SAIF Partners is an active lead investor working closely with its portfolio companies to develop their business both organically and through acquisitions, seeking synergistic cooperation among them, as well as enhancing shareholder value via promotion of good corporate governance and best management practices. Article content Additional Information and Where to Find It Article content This communication may be deemed to be solicitation material in respect of SAIF Partners' nomination of ten director nominees to Sinovac's Board. In connection with such solicitation, SAIF Partners mailed the definitive proxy statement and proxy card to shareholders of Sinovac with respect to the Special Meeting to be held in connection with the election of directors to Sinovac's Board. The definitive proxy statement mailed by SAIF Partners is also filed as Exhibit 1 to its Schedule 13D/A filed on or about June 16, 2025. SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH SINOVAC'S SPECIAL MEETING, INCLUDING ANY DOCUMENT INCORPORATED BY REFERENCE THEREIN, CAREFULLY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE DIRECTOR NOMINEES AND THE SPECIAL MEETING AND RELATED MATTERS. Sinovac's shareholders may obtain, free of charge, the definitive version of the proxy statement, any amendments or supplements thereto, and any other relevant documents mailed by SAIF Partners in connection with the Special Meeting at Article content Article content Article content Article content Contacts Article content Media Contacts Article content Article content Jonathan Gasthalter/Mark Semer/Grace Cartwright Article content Article content Gasthalter & Co. Article content Article content +1 (212) 257 4170 Article content Article content SAIF@ Article content
