Jacobson Pharma Corporation Limited (stock code: 2633) and JBM (Healthcare) Limited (stock code: 2161) jointly announced approval of the 2025 Europharm License Agreement. Europharm, an indirect wholly-owned subsidiary of Jacobson, will grant Europharm HK, an indirect wholly-owned subsidiary of JBM, a license to use a designated portion of a manufacturing facility from 1 December 2025 to 27 January 2028, at a monthly fee of HK$247,000.

According to the announcement, the license fees payable under this agreement will be recognized as a right-of-use asset in compliance with HKFRS 16, constituting a one-off connected transaction for JBM. The highest applicable percentage ratio is more than 0.1% but less than 5%, necessitating reporting and announcement without triggering shareholder approval under Chapter 14A of the Listing Rules.

Jacobson classifies this arrangement as a continuing connected transaction because of the monthly license fee it will receive. The aggregate annual caps for the relevant financial years remain consistent with earlier agreements. The annual caps—accounting for both this new arrangement and an existing license—stand at HK$5.58 million for each of the years ending 31 March 2026 and 31 March 2027, and HK$4.59 million for 1 April 2027 to 27 January 2028.

The boards of both Jacobson and JBM view the agreement as beneficial. It leverages unused factory space while preventing any disruption to Europharm HK’s manufacturing operations. Both companies have instituted internal controls, including independent committee oversight, to ensure adherence to the Listing Rules and to maintain fair transaction terms, free from conflicts of interest.