ABVC BioPharma, Inc. Announces Planned Spin-Off of BioKey (Cayman), Inc. Through Dividend Distribution of BioKey Shares to ABVC Shareholders 23.06.2026, 14:35 Uhr von EQS News Jetzt kommentieren: 0

SILICON VALLEY, CA - June 23, 2026 (NEWMEDIAWIRE) - ABVC BioPharma, Inc.  (NASDAQ: ABVC) (“ABVC” or the “Company”), a clinical-stage biopharmaceutical company focused on botanical-derived therapeutics and commercial ingredient platforms, today announced the planned spin-off of BioKey (Cayman), Inc. (“BioKey”) and a related dividend distribution of BioKey shares to ABVC shareholders. Subject to completion of the remaining administrative and regulatory steps, including the effectiveness of the Registration Statement on Form 10 by June 25, 2026, related to the shares to be issued in the distribution, ABVC intends to distribute approximately 15% of BioKey's outstanding Ordinary Shares, which the Company owns, as a pro rata dividend to ABVC shareholders of record as of the close of business on July 24, 2026 (the “Share Distribution” and the "Record Date", respectively). The Share Distribution is expected to be effective as of 11:59 p.m., New York City time, on August 3, 2026.

BioKey is a nutraceutical and functional-supplement research, development, and manufacturing company operating as a fully integrated CRO and CDMO platform. Through its subsidiary BioKey, Inc. (California), BioKey offers contract research, formulation development, cGMP manufacturing, regulatory documentation support, and commercial supply services to partners across Asia and North America. BioKey also hopes to integrate burgeoning artificial intelligence technology for its services in the future.

ABVC intends to distribute to eligible ABVC shareholders, as a pro rata dividend, approximately 4,500,000 Ordinary Shares, representing approximately 15% of BioKey's current issued and outstanding Ordinary Shares. Additional details regarding distribution mechanics, including fractional share treatment and the role of VStock Transfer, LLC as distribution agent, are set forth in the Information Statement accompanying the Form 10, as filed with the U.S. Securities and Exchange Commission on June 22, 2026.

ABVC shareholders are not required to vote on or take any other action to approve the spin-off of BioKey or the Share Distribution. No consideration is required, and shareholders will not be required to surrender or exchange any shares of ABVC common stock to receive their pro rata portion of BioKey Ordinary Shares. The Share Distribution will be made in book-entry form through the facilities of VStock Transfer, LLC, as distribution agent.

No public trading market for BioKey Ordinary Shares currently exists. Following completion of the Share Distribution, BioKey intends to apply to have its Ordinary Shares quoted on the OTC Markets. However, there can be no assurance as to the timing of such quotation or that an active trading market will ever develop. Until BioKey's Ordinary Shares are quoted on the OTC Markets, holders of BioKey Ordinary Shares will not be able to sell or transfer their shares in the public market. ABVC Common Stock will continue to trade on the Nasdaq Stock Market under the symbol "ABVC."

"We believe the BioKey transaction provides an opportunity to highlight the underlying value of our businesses while maintaining our commitment to long-term shareholder value creation," said Dr. Uttam Patil, ABVC's Chief Executive Officer. "We remain focused on executing our growth strategy and exploring additional opportunities that may benefit our shareholders over time."

The planned BioKey spin-off represents an important milestone in ABVC's long-term strategy to unlock the value of its subsidiaries, technology platforms, and strategic investments, while providing ABVC shareholders with direct participation in BioKey's future.

Management believes this distribution not only rewards existing shareholders with direct participation in BioKey's future growth, but also demonstrates ABVC's broader commitment to creating shareholder value through the development, commercialization, strategic monetization, and potential separation of subsidiary businesses and technology platforms. The Company continues to evaluate opportunities across its biotechnology, artificial intelligence, healthcare, and commercial services portfolio that may generate additional value-enhancing transactions for shareholders.

About ABVC BioPharma & Its Industry

ABVC BioPharma is a clinical-stage biopharmaceutical company with an active pipeline of six drugs and one medical device (ABV-1701/Vitargus®) under development. For its drug products, the Company utilizes in-licensed technology from its network of world-renowned research institutions to conduct proof-of-concept trials through Phase II of clinical development. The Company's network of research institutions includes Stanford University, University of California at San Francisco, and Cedars-Sinai Medical Center. For Vitargus®, the Company intends to conduct pivotal clinical trials (Phase III) through global partnerships.

About BioKey (Cayman), Inc.

BioKey (Cayman), Inc. is a wholly owned subsidiary of ABVC BioPharma established to serve as a holding company for BioKey, Inc., a California corporation, a nutraceutical and functional-supplement research, development, and manufacturing company. Through its California subsidiary, BioKey, Inc., operates as a fully integrated Contract Research and Development and Manufacturing Organization (CRDMO), offering contract research services for preclinical and clinical trials, active pharmaceutical ingredient analysis, drug formulation and analytical method development, clinical trial material production under cGMP conditions, and FDA-compliant regulatory filing support. BioKey holds four FDA-approved Abbreviated New Drug Applications (ANDAs) and operates a cGMP-certified facility in Fremont, California.

Following the planned distribution, BioKey intends to pursue independent growth opportunities, strategic acquisitions, technology partnerships, and expansion of its service offerings. Management believes that establishing BioKey as a separate entity will provide greater visibility into its operations, create strategic flexibility, and enhance its ability to pursue future financing and business development initiatives.

Forward-Looking Statements

This press release contains "forward-looking statements." Such statements may be preceded by the words "intends," "may," "will," "plans," "expects," "anticipates," "projects," "predicts," "estimates," "aims," "believes," "hopes," "potential," or similar words. Forward-looking statements are not guarantees of future performance, are based on certain assumptions, and are subject to various known and unknown risks and uncertainties, many of which are beyond the Company's control, and cannot be predicted or quantified, and, consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. None of the outcomes expressed herein are guaranteed. Such risks and uncertainties include, without limitation, risks and uncertainties associated with (i) our inability to manufacture our product candidates on a commercial scale on our own, or in collaboration with third parties; (ii) difficulties in obtaining financing on commercially reasonable terms; (iii) changes in the size and nature of our competition; (iv) loss of one or more key executives or scientists; and (v) difficulties in securing regulatory approval to proceed to the next level of the clinical trials or to market our product candidates. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company's filings with the Securities and Exchange Commission (SEC), including the Company's Annual Report on Form 10-K, its Quarterly Reports on Form 10-Q, and the Registration Statement on Form 10 relating to the BioKey’s spin-off (including the Information Statement filed as Exhibit 99.1 thereto). Investors are urged to read these documents free of charge on the SEC's website at http://www.sec.gov. The Company assumes no obligation to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.

This press release does not constitute an offer to sell, or the solicitation of an offer to buy any of the Company's securities, nor shall such securities be offered or sold in the United States absent registration or an applicable exemption from registration, nor shall there be any offer, solicitation or sale of any of the Company's securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

Contact:
Uttam Patil
Email: uttam@ambrivis.com 

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