Form 6-K

Underwriting Agreement

On March 2, 2021, ASLAN Pharmaceuticals Limited (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Jefferies LLC and Piper Sandler & Co., relating to the underwritten public offering (the “Offering”) of 15,000,000 American Depositary Shares, or ADSs, representing 75,000,000 ordinary shares, at a price to the public of $4.00 per ADS. The gross proceeds to the Company from the Offering are expected to be $60.0 million, before deducting underwriting discounts, commissions and estimated offering expenses. The Offering is expected to close on or about March 5, 2021, subject to the satisfaction of customary closing conditions. The Company has also granted the underwriters a 30-day option to purchase up to 2,250,000 additional ADSs at the public offering price, less the underwriting discounts and commissions.

The Offering was made pursuant to the Company’s effective shelf registration statement on Form F-3 (File No. 333-252575), which was filed on January 29, 2021 and declared effective on February 11, 2021, as supplemented by a prospectus supplement dated March 2, 2021.

In the Underwriting Agreement, the Company makes customary representations, warranties and covenants and also agrees to indemnify the underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to payments that the underwriter may be required to make because of such liabilities. Pursuant to the Underwriting Agreement, the underwriter has agreed to purchase the ADSs at the public offering price, less an underwriting discount of 6% per ADS. The foregoing is only a brief description of the terms of the Underwriting Agreement, does not purport to be a complete description of the rights and obligations of the parties thereunder, and is qualified in its entirety by reference to the Underwriting Agreement that is filed as Exhibit 1.1 to this Form 6-K and incorporated by reference herein. The legal opinion of Walkers (Singapore) Limited Liability Partnership relating to the ordinary shares is filed as Exhibit 5.1 to this Form 6-K and incorporated by reference herein.

On March 1, 2021, the Company issued a press release announcing the Offering. On March 2, 2021, the Company issued another press release announcing the pricing of the Offering. Copies of these press releases are filed as Exhibit 99.1 and Exhibit 99.2, respectively, to this Form 6-K and incorporated by reference herein.

The information contained in this Form 6-K, including Exhibits 1.1 and 5.1 hereto, but excluding Exhibits 99.1 and 99.2, is hereby incorporated by reference into the Company’s Registration Statement on Form F-3 (File No. 333-234405), Registration Statement on Form F-3 (File No. 333-252575) and Registration Statement on Form S-8 (File No. 333-252118).

Forward-Looking Statements

Statements in this Form 6-K that are not strictly historical in nature, including statements regarding the Company’s expectations with respect to the closing of the Offering, are forward-looking statements. These statements are only predictions based on current information and expectations and involve a number of risks and uncertainties. Actual events or results may differ materially from those projected in any of such statements due to various factors, including market risks and uncertainties and risks relating to the satisfaction of customary closing conditions for an offering of securities. For a discussion of these and other factors, please refer to the Company’s filings with the U.S. Securities and Exchange Commission, including the section captioned “Risk Factors” in Exhibit 99.1 to the Company’s Report on Form 6-K filed with the Securities and Exchange Commission on March 1, 2021. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are qualified in their entirety by this cautionary statement and the Company undertakes no obligation to revise or update this report to reflect events or circumstances after the date hereof, except as required by law.

Exhibits


Exhibit Number		Exhibit Description

1.1		Underwriting Agreement.

5.1		Opinion of Walkers (Singapore) Limited Liability Partnership, Cayman Islands counsel to the Company.

23.1		Consent of Walkers (Singapore) Limited Liability Partnership (included in Exhibit 5.1).

99.1		Press Release dated March 1, 2021.

99.2		Press Release dated March 2, 2021.


ASLAN PHARMACEUTICALS LIMITED
(Registrant)

By:		/s/ Kiran Kumar Asarpota
Name:		Kiran Kumar Asarpota
Title:		Chief Operating Officer