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LakeShore Biopharma (LSBCF) shareholders approve Oceanpine merger, plan to go private

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6-K

Rhea-AI Filing Summary

LakeShore Biopharma reports that shareholders have approved its previously announced merger agreement with Oceanpine Skyline Inc. and its wholly owned subsidiary. At an extraordinary general meeting, about 92.3% of outstanding ordinary shares were represented, and approximately 86.2% of votes cast supported the merger proposals. The merger, agreed in November 2025 and amended in April 2026, remains subject to conditions in the merger agreement. If completed, LakeShore Biopharma will become a wholly owned subsidiary of Oceanpine Skyline and a privately held company, and its shares and warrants will be removed from OTC quotation and will cease to be registered under the U.S. securities laws.

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Insights

Shareholders approve going‑private merger; closing still conditional.

LakeShore Biopharma obtained strong shareholder backing for its merger with Oceanpine Skyline Inc., with about 92.3% of outstanding shares represented and 86.2% of votes cast in favor. This indicates broad support across the share base for the transaction.

The merger agreement, signed on November 4, 2025 and amended on April 29, 2026, still requires all stated conditions to be satisfied or waived. Until that happens, the company continues to operate as a public issuer on its existing terms.

If the merger is consummated, LakeShore Biopharma will become a privately held, wholly owned subsidiary of Oceanpine Skyline. Its ordinary shares and warrants will be removed from quotation on OTC platforms, and registration under Section 12 of the Exchange Act will end following completion, shifting investors from a public to a private ownership framework.

Shareholder turnout 92.3% of outstanding shares Represented at the EGM as of May 27, 2026 record date
Votes for merger 86.2% of votes cast Approval of Merger Agreement and related proposals at the EGM
Par value per share US$0.0002 per ordinary share Ordinary shares referenced for voting and ownership
Merger agreement date November 4, 2025 Original Agreement and Plan of Merger execution date
Merger amendment date April 29, 2026 Amendment No. 1 to Agreement and Plan of Merger
EGM date June 19, 2026 Date shareholders voted on the merger proposals
extraordinary general meeting regulatory
"at an extraordinary general meeting of shareholders (the “EGM”) held today"
Agreement and Plan of Merger regulatory
"the previously announced Agreement and Plan of Merger, dated November 4, 2025"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Plan of Merger regulatory
"the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the “Plan of Merger”)"
A plan of merger is the legal blueprint that spells out exactly how two or more companies will combine, including what each side will give or receive (cash, stock, or a mix), who will run the combined business, and the conditions that must be met before the deal closes. It matters to investors because it determines how ownership, value and control will change—like a recipe that tells you how ingredients will be combined and what needs to happen before you can serve the final dish—so shareholders and regulators often must approve it and it can materially affect the stock price.
forward-looking statements regulatory
"This press release contains statements that may constitute “forward-looking” statements."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Schedule 13E-3 regulatory
"as well as the Schedule 13E-3 and the proxy statement filed by the Company"
Schedule 13E-3 is a formal SEC filing that companies or their insiders must submit when proposing a buyout that would take a public company private or is otherwise a management-led purchase. It lays out who is behind the deal, the money and terms involved, any potential conflicts of interest, and independent fairness analysis so shareholders can assess whether the offer is fair—like the rulebook and disclosure packet you’d get before agreeing to sell your home.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did LakeShore Biopharma (LSBCF) shareholders approve at the extraordinary general meeting?
Shareholders approved the Agreement and Plan of Merger with Oceanpine Skyline Inc. and its subsidiary. They also approved the related Plan of Merger and the transactions contemplated, including merging the subsidiary into LakeShore Biopharma so the company becomes a wholly owned subsidiary.

How strong was shareholder support for the LakeShore Biopharma merger?
Support was high. Approximately 92.3% of total outstanding ordinary shares were represented at the meeting, and about 86.2% of the votes cast approved the merger proposals. This indicates broad participation and strong voting support among those shareholders who voted.

Is the LakeShore Biopharma merger with Oceanpine Skyline already completed?
The merger is not yet completed. Its completion remains subject to satisfaction or waiver of conditions set forth in the merger agreement. LakeShore Biopharma states it will work with the other parties toward completing the merger in due course under the agreed terms.

What happens to LakeShore Biopharma shares and warrants if the merger closes?
If the merger is consummated, LakeShore Biopharma will become a privately held company. Its ordinary shares and warrants will no longer be quoted on any public marketplace, including the OTC Pink tier, and will cease to be registered under Section 12 of the Exchange Act.

Who are the merger counterparties in LakeShore Biopharma’s approved transaction?
The merger agreement is among LakeShore Biopharma, Oceanpine Skyline Inc. as Parent, and Oceanpine Merger Sub Inc., a wholly owned subsidiary of Parent. At the effective time, Merger Sub will merge into LakeShore Biopharma, which will continue as the surviving company.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of June 2026

 

Commission file number: 001-41598

 

 

 

LAKESHORE BIOPHARMA CO., LTD

(Exact name of registrant as specified in its charter)

 

 

 

Building No. 2, 38 Yongda Road

Daxing Biomedical Industry Park

Daxing District, Beijing, PRC

Tel: 010-89202086

(Address of Principal Executive Offices)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  ☒          Form 40-F  ☐

 

 

 

 

 

EXHIBITS

 

Exhibit No.   Description
99.1   Press Release - LakeShore Biopharma Announces Shareholders’ Approval of Merger Agreement

 

1

 

 

Signature

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  LakeShore Biopharma Co., Ltd
   
  By: /s/ Rachel Yu
  Name:  Rachel Yu
  Title: Director and Chief Financial Officer

 

Date: June 22, 2026

 

2

 

Exhibit 99.1

 

LakeShore Biopharma Announces Shareholders’ Approval of Merger Agreement

 

BEIJING, China, June 19, 2026 /NewMediaWire/ — 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 at an extraordinary general meeting of shareholders (the “EGM”) held today, the Company’s shareholders voted in favor of the proposal to authorize and approve the previously announced Agreement and Plan of Merger, dated November 4, 2025, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated April 29, 2026 (the “Merger Agreement”), by and among the Company, Oceanpine Skyline Inc. (“Parent”) and Oceanpine Merger Sub Inc. (“Merger Sub”), a wholly owned subsidiary of Parent, pursuant to which, at the effective time of the merger, Merger Sub will merge with and into the Company and cease to exist, with the Company continuing as the surviving company and becoming a wholly owned subsidiary of Parent, the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the “Plan of Merger”) and the transactions contemplated thereby, including the merger.

 

Approximately 92.3% of the Company’s total outstanding ordinary shares, par value US$0.0002 each (each, a “Share”), as of 5 p.m. Cayman Islands time on the share record date of May 27, 2026 voted in person or by proxy at the EGM. The Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the merger, were approved by approximately 86.2% of the total votes cast at the EGM.

 

Completion of the merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. The Company will work with the other parties to the Merger Agreement towards completing the merger in due course. If consummated, the merger will result in the Company becoming a privately held company, and its Shares and warrants to purchase Shares (the “Company Warrants”) will no longer be listed for quotation on any public market place or quotation system, including the OTC Pink tier of the OTC Markets. In addition, the Company’s Shares and Company Warrants will cease to be registered under Section 12 of the Securities Exchange Act of 1934 following the consummation of the merger.

 

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/.

 

Forward-Looking Statements

 

This press release contains statements that may constitute “forward-looking” statements. These forward-looking statements include, without limitation, the Company’s business plans and development, which can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “future,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Statements that are not historical facts, including statements about LakeShore Biopharma’s beliefs, plans and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the possibility that the merger will not occur as planned if events arise that result in the termination of the Merger Agreement; the possibility that financing may not be available; the possibility that various closing conditions for the transaction may not be satisfied or waived; and other risks and uncertainties discussed in documents filed with the U.S. Securities and Exchange Commission (the “SEC”) by the Company, as well as the Schedule 13E-3 and the proxy statement filed by the Company; the Company’s goals and strategies; the Company’s future business development, financial condition and results of operations; its ability to provide efficient services and compete effectively; its ability to maintain and enhance the recognition and reputation of its brands; general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

 

For investor inquiries, please contact:

 

IR Team

Tel: +86 (10) 8920-2086

Email: ir@lakeshorebio.com

 

Source: View Original Filing on SEC EDGAR

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