LakeShore Biopharma Co., Ltd (OTCPK: LSBCF; OTCPK: LSBWF) announced an amended merger agreement to take the company private, reducing the per-share consideration from $0.90 to $0.066 and implying an equity value of approximately $2.7 million. The amendment follows a revised proposal from the buyer group, which includes Oceanpine Investment Fund II LP and other investors.
The revised terms represent a premium of about 46.7% over the closing price on March 24, 2026, the last trading day before the company disclosed receipt of the revised proposal. However, the new valuation marks a steep discount from the original agreement announced in November 2025. Along with the reduced price, the termination fee for the company was lowered to $50,000, and the buyer's termination fee to $100,000. The termination date has been extended to nine months from the amendment date.
The merger will be funded through cash from Oceanpine Capital Inc. and equity rollovers from existing shareholders, who collectively hold approximately 53.35% of voting rights and have agreed to vote in favor of the deal. The transaction is expected to close in the third quarter of 2026, subject to approval by two-thirds of votes cast at a shareholder meeting. Upon completion, LakeShore Biopharma will become a privately held company, and its shares will cease trading on the OTC Pink Open Market.
The company's board, acting on the recommendation of a special committee of independent directors, approved the amended agreement. The special committee evaluated the revised proposal with the assistance of financial and legal advisors, including Kroll, LLC and Gibson, Dunn & Crutcher LLP. The buyer group is advised by White & Case LLP.
LakeShore Biopharma, previously known as YS Biopharma, focuses on developing vaccines and therapeutic biologics for infectious diseases and cancer, leveraging its proprietary PIKA immunomodulating platform. The company operates in China, Singapore, and the Philippines. The going-private transaction will allow the company to restructure away from public market pressures, potentially enabling long-term strategic investments without quarterly earnings scrutiny.
For shareholders, the deal offers a cash exit at a premium to recent trading prices but at a fraction of the original offer. The reduced valuation reflects challenges the company may have faced, including financing difficulties or changes in market conditions. The low termination fees suggest limited alternatives for the company if the deal falls through.
The merger documents will be filed with the U.S. Securities and Exchange Commission (SEC) and will be available at http://www.sec.gov. Shareholders are urged to review the Schedule 13E-3 and proxy statement for complete details.
This announcement is neither a solicitation of proxy nor an offer to sell securities.
