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    SEC Form F-6 POS filed by ASLAN Pharmaceuticals Limited

    6/14/24 4:30:13 PM ET
    $ASLN
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $ASLN alert in real time by email
    F-6 POS 1 e663715_f6pos-aslan.htm

     

    As filed with the U.S. Securities and Exchange Commission on June 14, 2024

     

    Registration No. 333-271460

     

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

    ____________________

     

    POST-EFFECTIVE AMENDMENT NO. 3 TO

    FORM F-6

    REGISTRATION STATEMENT

    UNDER

    THE SECURITIES ACT OF 1933

    For Depositary Shares Evidenced by American Depositary Receipts

    ____________________

     

    ASLAN Pharmaceuticals Limited

    (Exact name of issuer of deposited securities as specified in its charter)

     

    N/A

    (Translation of issuer’s name into English)

     

    The Cayman Islands

    (Jurisdiction of incorporation or organization of issuer)

     

    JPMORGAN CHASE BANK, N.A.

    (Exact name of depositary as specified in its charter)

     

    383 Madison Avenue, Floor 11, New York, NY 10179

    Telephone (800) 990-1135

    ____________________

     

    (Address, including zip code, and telephone number, including area code, of depositary’s principal executive offices)

     

    Cogency Global Inc.

    122 East 42nd Street, 18th Floor

    New York, NY 10168

    Telephone: (212) 947-7200

    (Address, including zip code, and telephone number, including area code, of agent for service)

     

    Copy to:

    JPMorgan Chase Bank, N.A.

    383 Madison Avenue, Floor 11

    New York, NY 10179

    Tel. No.: (800) 990-1135

     

    It is proposed that this filing become effective under Rule 466

       ☒ immediately upon filing

       ☐

    on (Date) at (Time)

     

    If a separate registration statement has been filed to register the deposited shares, check the following box. ☐

     

    CALCULATION OF REGISTRATION FEE

     

     

    Title of each class of

    Securities to be registered

     

      Amount
    to be
    registered
     

    Proposed

    maximum

    aggregate price

    per unit (1)

     

    Proposed

    maximum

    aggregate

    offering price (2) 

      Amount of
    registration fee
    American Depositary Shares evidenced by American Depositary Receipts, each American Depositary Share representing a specified number of ordinary shares of ASLAN Pharmaceuticals Limited   n/a   n/a   n/a   n/a
     
     
    (1) Each unit represents one American Depositary Share.
    (2) Estimated solely for the purpose of calculating the registration fee. Pursuant to Rule 457(k), such estimate is computed on the basis of the maximum aggregate fees or charges to be imposed in connection with the issuance of American Depositary Receipts evidencing American Depositary Shares.
                       

    Pursuant to Rule 429, the Prospectus contained herein also relates to the American Depositary Shares registered under Form F-6 Registration Statement Nos. 333-248632 and 333-224273. This Registration Statement constitutes Post-Effective Amendment No. 1 to Registration No. 333-248632 and Post Effective Amendment No. 2 to Registration Statement No. 333-224273.

     

     

     

     

    PART I

    INFORMATION REQUIRED IN PROSPECTUS

     

    The Prospectus consists of the proposed form of American Depositary Receipt (“ADR” or “American Depositary Receipt”) included as Exhibit A to the form of Amendment No. 2 to the Amended and Restated Deposit Agreement (the “Deposit Agreement” or the “Amended and Restated Deposit Agreement”) filed as Exhibit (a)(3) to this Post-Effective Amendment to Registration Statement on Form F-6, which is incorporated herein by reference.

     

    CROSS REFERENCE SHEET

     

    Item 1. DESCRIPTION OF SECURITIES TO BE REGISTERED

      

    Item Number and Caption

      Location in Form of American Depositary Receipt Filed Herewith as Prospectus
    (1)    Name and address of Depositary   Introductory paragraph and bottom of face of American Depositary Receipt
           
    (2)    Title of American Depositary Receipts and identity of deposited securities   Face of American Depositary Receipt, top center
           
    Terms of Deposit:    
           
      (i)  Amount of deposited securities represented by one unit of American Depositary Shares   Face of American Depositary Receipt, upper right corner
           
      (ii)   Procedure for voting, if any, the deposited securities   Paragraphs (6), (11) and (12)
           
      (iii)   Collection and distribution of dividends   Paragraphs (4), (5), (7) and (10)
           
      (iv)  Transmission of notices, reports and proxy soliciting material   Paragraphs (3), (8), (11) and (12)
           
      (v)    Sale or exercise of rights   Paragraphs (4), (5) and (10)
           
      (vi)  Deposit or sale of securities resulting from dividends, splits or plans of reorganization   Paragraphs (3), (4), (5), (10) and (13)
           
      (vii)    Amendment, extension or termination of the Deposit Agreement   Paragraphs (15), (16) and (17)
           
      (viii)  Rights of holders of ADRs to inspect the transfer books of the Depositary and the list of Holders of ADRs   Paragraph (3)
           
      (ix)  Restrictions upon the right to deposit or withdraw the underlying securities   Paragraphs (1), (2), (4), (5) and (6)
           
      (x)    Limitation upon the liability of the Depositary   Paragraph (14)
           
    (3)    Fees and Charges   Paragraph (7)

     

    Item 2.   AVAILABLE INFORMATION

    Item Number and Caption   Location in Form of American Depositary Receipt Filed Herewith as Prospectus
         
    (a) Statement that ASLAN Pharmaceuticals Limited is subject to the periodic reporting requirements of the Securities Exchange Act of 1934, as amended, and, accordingly files certain reports with the Securities and Exchange Commission, and that such reports can be inspected by holders of American Depositary Receipts and copied at public reference facilities maintained by the Securities and Exchange Commission in Washington, D.C.   Paragraph (8)

     

     

     

     

    PART II

    INFORMATION NOT REQUIRED IN PROSPECTUS

     

    Item 3. EXHIBITS

     

      (a)(1)  

    Form of Deposit Agreement. Form of Amended and Restated Deposit Agreement among ASLAN Pharmaceuticals Limited, JPMorgan Chase Bank, N.A., as depositary (the “Depositary”), and all Holders and Beneficial Owners from time to time of ADRs issued thereunder. Previously filed as Exhibit (a) to Form F-6 (333-248632) filed with the Securities and Exchange Commission, which is incorporated herein by reference.

         
      (a)(2)  Form of Amendment No. 1 to Deposit Agreement. Form of Amendment No. 1 to the Amended and Restated Deposit Agreement among ASLAN Pharmaceuticals Limited, the Depositary and all Holders and Beneficial Owners from time to time of ADRs issued thereunder.  Previously filed as Exhibit (a)(2) to Post-Effective Amendment No. 1 to Form F-6 (333-224273) filed with the Securities and Exchange Commission, which is incorporated herein by reference.
         
      (a)(3) Form of Amendment No. 2 to Deposit Agreement. Form of Amendment No. 1 to the Amended and Restated Deposit Agreement among ASLAN Pharmaceuticals Limited, the Depositary and all Holders and Beneficial Owners from time to time of ADRs issued thereunder, including the form of American Depositary Receipt attached as Exhibit A thereto. Filed herewith as Exhibit (a)(3).
         
      (b) Any other agreement to which the Depositary is a party relating to the issuance of the American Depositary Shares registered hereunder or the custody of the deposited securities represented thereby. Not Applicable.

      

      (c) Every material contract relating to the deposited securities between the Depositary and the issuer of the deposited securities in effect at any time within the last three years. Not Applicable.

     

      (d) Opinion of counsel to the Depositary as to the legality of the securities being registered. Previously filed.

     

      (e) Certification under Rule 466. Filed herewith as Exhibit (e).

     

      (f) Power of Attorney for certain officers and directors of the Registrant. Included as part of the signature pages hereto.

     

    Item 4. UNDERTAKINGS

     

      (a) The Depositary hereby undertakes to make available at the principal office of the Depositary in the United States, for inspection by holders of the American Depositary Receipts, any reports and communications received from the issuer of the deposited securities which are both (1) received by the Depositary as the holder of the deposited securities, and (2) made generally available to the holders of the underlying securities by the issuer.

     

      (b) If the amounts of fees charged are not disclosed in the prospectus, the Depositary undertakes to prepare a separate document stating the amount of any fee charged and describing the service for which it is charged and to deliver promptly a copy of such fee schedule without charge to anyone upon request. The Depositary undertakes to notify each registered holder of an American Depositary Receipt thirty days before any change in the fee schedule.

      

     

     

     

    SIGNATURE

     

    Pursuant to the requirements of the Securities Act of 1933, as amended, JPMorgan Chase Bank, N.A. on behalf of the legal entity created by the Deposit Agreement, certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in The City of New York, State of New York, June 14, 2024.

     

      Legal entity created by the form of Deposit Agreement for the issuance of ADRs evidencing American Depositary Shares
         
      By: JPMORGAN CHASE BANK, N.A., as Depositary
         
      By: /s/ Gregory A. Levendis
        Name: Gregory A. Levendis
        Title:   Executive Director

      

     

     

     

    SIGNATURES

     

    Pursuant to the requirements of the Securities Act of 1933, ASLAN Pharmaceuticals Limited certifies that it has reasonable grounds to believe that all the requirements for filing on Form F-6 are met and has duly caused this Post-Effective Amendment to Registration Statement on Form F-6 to be signed on its behalf by the undersigned, thereunto duly authorized, in Singapore, on June 14, 2024.

     

      ASLAN Pharmaceuticals Limited
         
      By: /s/Carl Firth, Ph.D.
      Name: Carl Firth, Ph.D.
      Title: Chief Executive Officer

     

    Each person whose signature appears below constitutes and appoints each of Carl Firth, Ph.D., Kiran Asarpota and Ben Goodger as attorneys-in-fact with full power of substitution, for him or her in any and all capacities, to do any and all acts and all things and to execute any and all instruments which said attorney and agent may deem necessary or desirable to enable the registrant to comply with the Securities Act of 1933, as amended (the “Securities Act”), and any rules, regulations and requirements of the Securities and Exchange Commission thereunder, in connection with the registration under the Securities Act of American depositary shares representing ordinary shares of the registrant (the “ADSs”), including, without limitation, the power and authority to sign the name of each of the undersigned in the capacities indicated below to the Registration Statement on Form F-6 (the “Registration Statement”) to be filed with the Securities and Exchange Commission with respect to such ADSs, to any and all amendments or supplements to such Registration Statement, whether such amendments or supplements are filed before or after the effective date of such Registration Statement, to any related Registration Statement filed pursuant to Rule 462(b) under the Securities Act, and to any and all instruments or documents filed as part of or in connection with such Registration Statement or any and all amendments thereto, whether such amendments are filed before or after the effective date of such Registration Statement; and each of the undersigned hereby ratifies and confirms all that such attorney and agent shall do or cause to be done by virtue hereof.

     

    Under the requirements of the Securities Act, this Post-Effective Amendment to Registration Statement on Form F-6 has been signed by the following persons on June 14, 2024, in the capacities indicated.

     

    SIGNATURES

     

    Signature

     

    Title

     

     

    /s/Carl Firth, Ph.D.

    Carl Firth, Ph.D.

     

    Chief Executive Officer

    (principal executive officer)

     

     

    /s/Kiran Asarpota

    Kiran Asarpota

     

    Chief Operating Officer

    (principal financial and accounting officer)

         

    /s/Andrew Howden

    Andrew Howden

     

    Chairman

     

     

    /s/Kathleen M. Metters, Ph.D.

    Kathleen M. Metters, Ph.D.

      Director
       

    /s/Neil Graham, M.D., M.P.H., M.B.B.S.

    Neil Graham, M.D., M.P.H., M.B.B.S.

     

    Director

     

     

    /s/Robert Hoffman

    Robert E. Hoffman

      Director

     

     

     

     

    SIGNATURE OF AUTHORIZED U.S. REPRESENTATIVE OF THE REGISTRANT

     

    Pursuant to the requirements of the United States Securities Act of 1933, as amended, the undersigned, the registrant’s duly authorized representative in the United States has signed this Post-Effective Amendment to Registration Statement on Form F-6 on June 14, 2024.

     

      Authorized U.S. Representative
       
     

    ASLAN Pharmaceuticals (USA) Inc., a Delaware corporation

         
      By:

    /s/Carl Firth, Ph.D.

      Name: Carl Firth, Ph.D.
      Title: Chief Executive Officer and President

     

     

     

     

    INDEX TO EXHIBITS

     

         

    Exhibit

    Number

       
       
    (a)(3)   Form of Amendment No. 2 to the Amended and Restated Deposit Agreement
       
    (e)   Rule 466 Certification
         

     

     

     

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