Viva Biotech subsidiary to exit Arthrosi Therapeutics in $950m merger

Viva Biotech Holdings announced that its wholly-owned subsidiary, Viva Incubator, will dispose of its equity interest in Arthrosi Therapeutics through a merger. Arthrosi Therapeutics will be acquired by a purchaser, Sobi US Holding Corp., a wholly-owned subsidiary of Swedish Orphan Biovitrum AB, in a transaction dated December 13, 2025. Following the merger, Viva Biotech will no longer hold any equity interests in Arthrosi Therapeutics.

The merger agreement includes an upfront payment of $950 million at closing, subject to adjustments, and contingent consideration of up to $550 million, conditional on regulatory and performance milestones. Viva Biotech expects to receive an initial payment of approximately $30 million, with potential contingent consideration of up to $17 million. As of December 31, 2024, Viva Incubator held approximately 3.14% of Arthrosi Therapeutics' share capital.

This transaction is categorized as a discloseable transaction under Chapter 14 of the Listing Rules. Viva Biotech recorded an unrealized fair value gain of $4.0 million from its equity interest in Arthrosi Therapeutics as of June 30, 2025, and anticipates an aggregate gain of approximately $40.0 million if all milestones are fulfilled. The proceeds will support the Group's working capital and other investment and incubation businesses.