SINOVAC Board Sets the Record Straight on July 8 Special Meeting of Shareholders

Business Wire

2 days ago

BEIJING--(BUSINESS WIRE)--The Board of Directors of SINOVAC Biotech Ltd. (NASDAQ: SVA) ('SINOVAC' or the 'Company') today issued the following update to set the record straight regarding the Special Meeting of Shareholders (the 'Special Meeting'):
The Special Meeting was validly adjourned by SINOVAC Chairman Chiang Li on July 8, 2025, due to pending litigation in Antigua regarding the validity of the shares purportedly issued following an invalid private investment in public equity ('PIPE') to Advantech/Prime and Vivo Capital (together known as the 'Dissenting Investor Group'). The adjournment has been recognized by the independent Inspector of Elections who has the sole authority to announce and certify the results of the Special Meeting.
SAIF's false claim that a 'continuation of the Special Meeting' occurred is intentionally deceptive and entirely illegal under the Company's bylaws and Antiguan law. Immediately after the Special Meeting was validly adjourned and the virtual meeting was terminated, a group of lawyers representing SAIF and the Dissenting Investor Group purportedly self-organized an invalid, pretend special meeting at an unannounced location and time. This group did not give advance notice to valid shareholders or give them an option to attend, and they did not contact SINOVAC Chairman Chiang Li, the only authorized chair for the Special Meeting. No inspector of elections presided over the pretend special meeting. The current SINOVAC Board understands Mr. Yuk Lam Lo attended the invalid meeting with the understanding that he had no authority to chair any such shareholder meeting. At the pretend special meeting, this group announced pretend 'voting results' from a 'vote' that did not take place due to the valid adjournment. The following day, SAIF and the Dissenting Investor Group held a pretend meeting to elect a pretend Chairman. Valid SINOVAC shareholders are admonished to ignore these theatrics. The Board, consisting of Dr. Chiang Li (Chairman), Mr. Yuk Lam Lo, Mr. Sven Borho and Mr. Geoffrey Hsu, retains full authority to run SINOVAC. None of the pretend board's rogue actions are valid or legal. SAIF and the Dissenting Investor Group will be held responsible.
At the time of the Special Meeting, the injunction granted by the Eastern Caribbean Supreme Court of Antigua and Barbuda (the 'Antigua High Court') on July 7, 2025 – prohibiting the PIPE shares from voting at the meeting – had not been overturned. While the Eastern Caribbean Court of Appeal temporarily stayed the injunction order, the stay is in place until a hearing is held to determine whether such stay should have been granted. On July 11, 2025, Judge Bakre of the Antigua High Court issued a ruling, which stated that granting a stay would make a 'mockery' of this case.
There are ongoing legal proceedings in Antigua to determine the validity of the PIPE shares. The current Board will reconvene the Special Meeting once this issue is resolved by the proper court. During this period, voting is unavailable. All valid shareholders will have their vote counted at the validly reconvened Special Meeting.
The current SINOVAC Board remains in place, is governing the Company, and is executing on its stated priorities. These include dividend distributions according to its previously announced policy, in addition to the ongoing payment of the US$55.00 per common share special cash dividend paid to valid shareholders or their brokers beginning on July 7, 2025, working with NASDAQ to resume trading, the appointment of a new auditor, and exploring a future listing on the Stock Exchange of Hong Kong to promote liquidity and maximize value creation.
The SINOVAC Board urges all shareholders to rely only on official communications from the rightful Board for accurate information. The Board remains committed to transparency and the rule of law and will provide further updates as developments occur.
For ongoing updates and further information, please visit www.votesinovac.com.
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.
Important Additional Information and Where to Find It
In connection with SINOVAC's Special Meeting, SINOVAC has filed with the U.S. Securities and Exchange Commission ('SEC') and mailed to shareholders of record entitled to vote at the Special Meeting a definitive proxy statement and other documents, including a WHITE proxy card. SHAREHOLDERS ARE ENCOURAGED TO READ THE PROXY STATEMENT AND ALL OTHER RELEVANT DOCUMENTS WHEN FILED WITH THE SEC AND WHEN THEY BECOME AVAILABLE BECAUSE THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION. Investors and other interested parties will be able to obtain the documents free of charge at the SEC's website, www.sec.gov, or from SINOVAC at its website: https://www.sinovac.com/en-us/Investors/sec_filings. You may also obtain copies of SINOVAC's definitive proxy statement and other documents, free of charge, by contacting SINOVAC's Investor Relations Department at [e-mail].
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.