LakeShore Biopharma Announces Receipt of a Revised Preliminary Non-Binding Proposal to Acquire the Company

Rhea-AI Summary

LakeShore Biopharma (OTCPK: LSBCF) disclosed that its special committee received a revised preliminary non-binding proposal dated March 24, 2026 from Oceanpine Skyline and Oceanpine Merger Sub to acquire remaining ordinary shares at US$0.06 per share.

The Special Committee will evaluate the Proposed Transaction with financial and legal advisors. The company cautioned that no decision has been made, no assurance a definitive offer will be made, and it is not obligated to provide updates except as required by law.

Positive

• Specified cash price of US$0.06 per Ordinary Share (dated March 24, 2026)
• Board Special Committee engaged financial and legal advisors to evaluate the Proposal

Negative

• Proposal is non-binding; no assurance a definitive offer will be made or executed
• No obligation by the company to provide further updates except as required by law

Key Figures

Revised offer price: US$0.06 per Ordinary Share Proposal letter date: March 24, 2026 Announcement date: March 25, 2026

3 metrics

Revised offer price US$0.06 per Ordinary Share Revised preliminary non-binding proposal dated March 24, 2026

Proposal letter date March 24, 2026 Date of revised preliminary non-binding proposal letter

Announcement date March 25, 2026 Public announcement of revised proposal receipt

Market Reality Check

Price: $0.0450 Vol: Volume 275 is far below 2...

low vol

$0.0450 Last Close

Volume Volume 275 is far below 20-day average 14938 (relative volume 0.02), suggesting limited participation pre-announcement. low

Technical Shares at $0.045 are trading well below the 200-day MA of $0.67 and sit near the 52-week low of $0.04, far from the $1.23 52-week high.

Peers on Argus

No peers from the Healthcare/Biotechnology group appeared in the momentum scanne...

No peers from the Healthcare/Biotechnology group appeared in the momentum scanner, indicating LSBCF’s 12.5% move is stock-specific rather than sector-driven.

Historical Context

4 past events · Latest: Feb 06 (Negative)

Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Feb 06	Buyer MAE notice	Negative	-35.0%	Buyer Group raised MAE concerns and questioned earlier going-private merger terms.
Jan 20	EGM announcement	Neutral	-0.3%	Company scheduled extraordinary general meeting to vote on going-private merger.
Nov 18	Nasdaq delisting	Negative	-3.4%	Ordinary shares and warrants suspended from Nasdaq and moved to OTC Pink market.
Nov 04	Going-private deal	Positive	+12.4%	Definitive agreement for going‑private transaction at $0.90 per share cash consideration.

Pattern Detected

Across recent events, price moves have generally aligned with the direction of deal and listing news: positive on the original going-private agreement, negative on delisting and the MAE dispute.

Recent Company History

Over the last few months, LakeShore Biopharma has been driven mainly by corporate and listing developments. On Nov 4, 2025, it entered a going‑private merger at $0.90 per share, implying equity value of about US$37 million, and the stock rose 12.36%. This was followed by Nasdaq suspension and transition to OTC Pink in late 2025, which saw a modest decline. In early 2026, a Buyer Group notice citing a potential RMB576,500,000 liability and MAE claim led to a sharp -35% reaction, highlighting market sensitivity to changes in the deal outlook.

Market Pulse Summary

This announcement details receipt of a revised, preliminary, non-binding proposal to acquire LakeSho...

Analysis

This announcement details receipt of a revised, preliminary, non-binding proposal to acquire LakeShore at US$0.06 per ordinary share, which follows an earlier going‑private agreement and subsequent MAE dispute. Investors may focus on how the Special Committee and its advisors evaluate this lower bid, the company’s prior delisting to OTC Pink, and the history of sharp price moves around deal developments when assessing future corporate and strategic updates.

Key Terms

merger sub, special committee, non-binding proposal, ordinary shares

4 terms

merger sub regulatory

"from Oceanpine Skyline Inc. ("Parent") and Oceanpine Merger Sub Inc. ("Merger Sub")"

A merger sub is a temporary, wholly owned subsidiary that an acquiring company creates to carry out a merger with another firm. Think of it as a wrapper used to combine two businesses—this can simplify legal and tax steps, isolate liabilities, and help preserve the target’s contracts or stock structure, so investors watch it because the chosen approach affects deal mechanics, shareholder votes, potential dilution, and legal or tax risk.

special committee regulatory

"the special committee of its board of directors (the "Special Committee") has received"

A special committee is a group of people chosen by an organization to carefully examine a specific issue or problem, often when a decision could have significant consequences. Think of it as a task force brought together to investigate and recommend actions, ensuring that important matters are handled thoroughly and fairly. For investors, this means decisions are made with careful oversight, which can impact the organization's stability and future direction.

non-binding proposal financial

"received a revised preliminary non-binding proposal letter (the "Proposal Letter"), dated"

A non-binding proposal is an offer or plan presented by one party that outlines terms they would like to pursue but does not create a legally enforceable obligation. Think of it like a detailed handshake or a draft invitation to negotiate: it signals intent and frames possible outcomes, but either side can walk away or change terms without legal penalty. Investors watch these because they can move a stock’s price by suggesting a possible deal, yet they carry higher uncertainty than formal agreements.

ordinary shares financial

"for acquiring all of the outstanding ordinary shares of the Company (the "Ordinary Shares")"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

AI-generated analysis. Not financial advice.

BEIJING, March 25, 2026 /PRNewswire/ -- LakeShore Biopharma Co., Ltd ("LakeShore Biopharma" or the "Company") (OTCPK: LSBCF; OTCPK: LSBWF), a global biopharmaceutical company dedicated to discovering, developing, manufacturing, and delivering new generations of vaccines and therapeutic biologics for infectious diseases and cancer, today announced that the special committee of its board of directors (the "Special Committee") has received a revised preliminary non-binding proposal letter (the "Proposal Letter"), dated March 24, 2026, from Oceanpine Skyline Inc. ("Parent") and Oceanpine Merger Sub Inc. ("Merger Sub"), to reduce the purchase price for acquiring all of the outstanding ordinary shares of the Company (the "Ordinary Shares") that are not currently owned by Parent, Merger Sub, the Rollover Shareholders (as defined in the Agreement and Plan of Merger, dated November 4, 2025, by and among the Company, Parent and Merger Sub), or their respective affiliates, to US$0.06 per Ordinary Share (the "Proposed Transaction"). A copy of the Proposal Letter is attached hereto as Exhibit A.

The Special Committee will evaluate the Proposed Transaction with the assistance of its financial and legal advisors in light of the latest development.

The Company cautions its shareholders and others considering trading the Company's securities that no decisions have been made with respect to the Proposal Letter, the Proposed Transaction, or any alternative strategic option that the Company may pursue. There can be no assurance that any definitive offer will be made, that any agreement will be executed, or that the Proposed Transaction or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to the Proposed Transaction or any other transaction, except as required under applicable law.

About LakeShore Biopharma Co., Ltd

LakeShore Biopharma, previously known as YS Biopharma, is a global biopharmaceutical company dedicated to discovering, developing, manufacturing, and delivering new generations of vaccines and therapeutic biologics for infectious diseases and cancer. It has developed a proprietary PIKA^® immunomodulating technology platform and a new generation of preventive and therapeutic biologics targeting Rabies, Hepatitis B, Influenza, and other virus infections. The Company operates in China, Singapore, and the Philippines, and is led by a management team that combines rich local expertise and global experience in the biopharmaceutical industry.

For more information, please visit https://investors.lakeshorebio.com/.

Safe Harbor Statement

This press release contains statements that may constitute "forward-looking" statements. All statements other than statements of historical or current fact included in this press release are forward-looking statements, including but not limited to statements regarding the Special Committee's evaluation of the Proposal Letter and the Proposed Transaction. Forward-looking statements may be identified by the use of words such as "estimate," "plan," "project," "potential," "forecast," "intend," "will," "expect," "anticipate," "believe," "goal," "seek," "target" or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These statements are based on various assumptions, whether identified in this press release, and on the current expectations of LakeShore Biopharma's management and are not predictions of actual performance.

LakeShore Biopharma cannot assure you the forward-looking statements in this press release will be accurate. These forward-looking statements are subject to a number of risks and uncertainties, including those included under the heading "Risk Factors" in the Company's Annual Report on Form 20-F filed with the Securities and Exchange Commission, or SEC, and other risks described in documents subsequently filed by the Company from time to time with the SEC. There may be additional risks that LakeShore Biopharma does not presently know or that LakeShore Biopharma currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. The forward-looking statements in this press release represent the views of LakeShore Biopharma as of the date of this press release. Subsequent events and developments may cause those views to change. However, while LakeShore Biopharma may update these forward-looking statements in the future, there is no current intention to do so, except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the views of LakeShore Biopharma as of any date subsequent to the date of this press release. Except as may be required by law, LakeShore Biopharma does not undertake any duty to update these forward-looking statements.

 For investor inquiries, please contact:

IR Team
Tel: +86 (10) 8920-2086
Email: ir@lakeshorebio.com 

Exhibit A

Revised Non-Binding Proposal

March 24, 2026

The Special Committee of the Board of Directors (the "Special Committee")
LakeShore Biopharma Co., Ltd
Building No. 2, 38 Yongda Road
Daxing Biomedical Industry Park
Daxing District, Beijing, 102629
People's Republic of China

with a copy to:
Gibson, Dunn & Crutcher LLP
Unit 1301, Tower 1, China Central Place
No. 81 Jianguo Road,
Chaoyang District, Beijing 100025
People's Republic of China
Attention: Qi Yue, Esq.
Email: qyue@gibsondunn.com

Dear members of the Special Committee:

Reference is made to that certain agreement and plan of merger (as amended, restated, supplemented or otherwise modified from time to time, the "Merger Agreement"), dated November 4, 2025, by and among Oceanpine Skyline Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands ("Parent"), Oceanpine Merger Sub Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent ("Merger Sub", together with Parent, "we", "our" and "us"), and LakeShore Biopharma Co., Ltd, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Company"). The transactions contemplated by the existing Merger Agreement and the other related Transaction Documents are hereinafter referred to as the "Original Transaction". Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement.

As previously informed the Company in writing on February 4, 2026, we have determined that the arbitral awards (the "Awards") issued by the Kaifeng Arbitration Commission on January 21, 2026 and January 22, 2026, which ordered certain PRC subsidiaries of the Company to pay a total amount of approximately RMB576.5 million in respect of certain alleged financial liabilities, have resulted in a "Company Material Adverse Effect" as defined in the Merger Agreement, and that, pursuant to Section 8.2(c) of the Merger Agreement, Parent and Merger Sub have the right not to consummate the Merger on the existing terms of the Original Transaction.

Notwithstanding the foregoing, we remain willing to proceed with the acquisition of the Company and hereby submit our revised proposal (the "Revised Proposal") to acquire all outstanding ordinary shares of a par value of US$0.0002 each of the Company (the "Ordinary Shares") not owned by us, the Rollover Shareholders or their respective Affiliates, in an all cash transaction (the "Revised Transaction").

Key terms of our Revised Proposal are set forth below:

1. Purchase Price. The Per Share Merger Consideration is revised to US$0.06, which represents a premium of 50% to the Company's last trading price on March 20, 2026. In arriving at the revised Per Share Merger Consideration, we have considered, among other things, the following factors:

a. based on our understanding and publicly available information, the success rate of applications to set aside or to refuse enforcement of arbitral awards by a competent court in the PRC is low. Therefore, the substantial monetary liabilities of approximately RMB576.5 million imposed by the Awards have had, and would reasonably be expected to continue to have, a material adverse effect on the Company's financial condition, including potentially rendering the Company unable to pay its debts as they become due and payable;

b. overturning the Awards and obtaining a judgment in favor of the Company would require several rounds of litigation and court proceedings, the outcome of which is subject to significant uncertainty;

c. even if the Company were ultimately to succeed in overturning the Awards and obtaining a favorable outcome, such process would be expected to take a considerable amount of time to complete; and

d. notwithstanding the significant uncertainty, the prolonged process and risks associated with the Awards, we remain committed to assuming such risks and proceeding with the Revised Transaction in order to provide the unaffiliated security holders (as defined in Rule 13e-3 of the Exchange Act) of the Company with an opportunity to realize value for their Ordinary Shares, which value could otherwise be further diminished or reduced to nil in the absence of the Revised Transaction.

2. Source of Funds. The source of funds remains the same as contemplated under the Original Transaction. For the avoidance of doubt, we intend to fund the Revised Transaction in the form of rollover equity in the Company, and cash contribution by Oceanpine Capital Inc. or its Affiliates.

3. Amended Transaction Documentation. We understand that certain terms of the Transaction Documents and certain information in the transaction statement on Schedule 13E-3 and the Proxy Statement may need to be amended to reflect the terms of the Revised Transaction. We are committed to working with the Special Committee and its advisors to finalize such amendments in an expeditious manner and on terms satisfactory to all parties.

Except as otherwise stated herein, we confirm that all other key terms as set forth in the Merger Agreement remain unchanged.

This letter constitutes only a preliminary indication of our interest and does not constitute any binding commitment with respect to the transactions proposed in this letter or any other transaction, including, without limitation, the Original Transaction and the Revised Transaction. No agreement, arrangement or understanding between us and the Company relating to any transaction will be created until such time as definitive documentation has been executed and delivered by us and the Company and all other appropriate parties.

In closing, we would like to express our commitment to working expeditiously with you to bring this matter to a successful conclusion. Should you have any questions regarding our Revised Proposal, please contact us. We look forward to hearing from you.

[signatures page follows]

Sincerely,

Oceanpine Skyline Inc.

By: /s/ NAN Shaodeng    
Name: NAN Shaodeng
Title: Director

Oceanpine Merger Sub Inc.
By: /s/ NAN Shaodeng    
Name: NAN Shaodeng
Title: Director

View original content:https://www.prnewswire.com/news-releases/lakeshore-biopharma-announces-receipt-of-a-revised-preliminary-non-binding-proposal-to-acquire-the-company-302724758.html

SOURCE LakeShore Biopharma Co., Ltd.

FAQ

What price did Oceanpine offer to acquire LakeShore Biopharma (LSBCF) on March 24, 2026?

The revised preliminary proposal offers US$0.06 per Ordinary Share as the purchase price. According to the company, the Proposal Letter is dated March 24, 2026 and covers shares not owned by Parent, Merger Sub, or rollover shareholders.

Is the March 24, 2026 offer for LSBCF a binding agreement?

No, the March 24, 2026 offer is non-binding and not a definitive agreement. According to the company, the Special Committee will evaluate the Proposal with advisors and there is no assurance a definitive offer will be made or executed.

What steps will LakeShore Biopharma (LSBCF) take after receiving the revised proposal?

The Special Committee will evaluate the Proposed Transaction with financial and legal advisors. According to the company, the committee will consider the Proposal Letter and alternative strategic options before making any decisions.

Will LakeShore Biopharma (LSBCF) provide ongoing updates about the proposed acquisition?

The company stated it does not undertake an obligation to provide updates except as required by law. According to the company, there can be no assurance that further announcements will be made regarding the Proposed Transaction.

What shareholder impact should LSBCF holders expect from the US$0.06 proposal?

Shareholders may be offered a cash exit at US$0.06 per Ordinary Share if a definitive deal is executed. According to the company, however, the Proposal is preliminary and non-binding with no guarantee of consummation or approval.