The Board of Directors of SINOVAC Biotech Ltd. (NASDAQ: SVA) (“SINOVAC” or the “Company”), a leading provider of biopharmaceutical products in China, today announced that the Special Meeting of Shareholders (the “Special Meeting”) held on Wednesday, July 9, 2025 at 8:00 a.m. China Standard Time (Tuesday, July 8, 2025 at 8:00 p.m. Atlantic Standard Time) has been adjourned, pending resolution of litigation in Antigua related to the validity of shares issued following an invalid private investment in public equity (“PIPE”) to Advantech/Prime and Vivo Capital (together known as the “Dissenting Investor Group”).
The PIPE transaction was authorized by the former board, deemed an “Imposter Board” by the UK Privy Council in an unappealable ruling in January 2025. Given the ongoing litigation and provisional nature of the Court of Appeal’s decision to stay the prohibition of Vivo Capital and Advantech/Prime from voting the disputed shares, the Special Meeting was adjourned until the appropriate court can make a final and non-appealable decision regarding the validity of the PIPE shares and if they can be voted at a meeting of the Company.
On July 7, 2025, the Eastern Caribbean Supreme Court of Antigua and Barbuda (the “Antigua Court”) granted an interim injunction prohibiting the holders of the PIPE shares from voting those shares at the Special Meeting, pending the Antigua Court’s determination of its jurisdiction and the validity of those shares.
In his decision, presiding Justice Tunde Ademola Bakre determined there were serious issues presented to the Court. He stated that the issue of whether the PIPE shares were properly allotted, or not, would need to be carefully evaluated. The Judge determined that a refusal of the injunction would cause an irredeemable loss, while the grant of the application may only cause a temporary setback for Prime/Advantech and Vivo Capital if eventually their shares are adjudged to have been properly issued.
Advantech/Prime immediately filed an appeal with the Eastern Caribbean Court of Appeal seeking a temporary stay of the injunction order pending a hearing of their stay application. The Court of Appeal temporarily stayed the injunction order. SINOVAC has not yet had the opportunity to respond.
Additionally, today, Justice Bakre dismissed an application by Vivo Capital for a stay of the injunction order, which was argued by lawyers for each of Vivo Capital, Advantech/Prime, and the Company before the High Court of Antigua.
The Board has a fiduciary duty to respond to all legal proceedings on behalf of SINOVAC, as well as implement the Privy Council’s judgment and order.
In the meantime, the Board continues to govern the Company and remains committed to its mission of restoring fairness, delivering value and protecting the rights of all valid shareholders. The Board will continue to prioritize dividend distributions according to its previously announced policy, work with NASDAQ to resume trading, and explore a future listing on the Stock Exchange of Hong Kong to promote liquidity and maximize value creation. The Board deeply appreciates the overwhelming support received from shareholders throughout this process.