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Minimally Invasive Medicine (00853): The merger is expected to be completed on or around December 19

Zhitongcaijing·12/15/2025 15:01:05
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Zhitong Finance App News, Minimally Invasive Healthcare (00853) issued an announcement. Independent shareholders of Minimalist Xintong approved the merger agreement and proposed transactions under it at the special general meeting of shareholders of Minimalist Xintong held on December 15, 2025. It is anticipated that the merger will be completed on or around December 19, 2025. According to this, all existing issued shares (including common shares and preferred shares) of CRM Cayman will be cancelled in exchange for common shares of Minimally Invasive Xintong, and CRM Cayman will become a wholly-owned subsidiary of Minimalist Xintong.

This strategic merger is a key step for the company to optimize resource allocation and enhance overall competitiveness. It aims to comprehensively strengthen the synergy between the two parties in the field of structural heart disease and heart rhythm management. By integrating complementary product lines and global channel resources, the company will accelerate market penetration and improve operational efficiency; rely on mature overseas teams and infrastructure to further optimize localized service capabilities and supply chain resilience.

At the same time, based on the structural heart disease business's accumulation of interventional treatment, precision delivery and material platforms, and the technical advantages of the heart rhythm management business in the field of AI diagnosis and algorithms, the company will strongly enter heart failure, the strategic highland with the most potential for cardiovascular disease, and expand a high-quality business layout. Through this, the company will establish a comprehensive management plan covering all causes, stages, and processes of heart failure to provide complete heart failure management services for different causative factors, disease stages, and “monitoring-diagnosis-treatment-management” processes. In the long run, the Group is committed to building the world's largest professional platform with the most complete product portfolio in the field of heart failure, driven by continuous technological innovation, and determined to become an emerging technology leader in the field of heart failure diagnosis and treatment. This move will significantly strengthen the Group's position in the field of heart failure diagnosis and treatment, which has great potential for development, thereby comprehensively enhancing its overall competitiveness in the field of cardiovascular devices.

The merger will also significantly optimize the Group's consolidated financial statement structure. Prior to the merger, the preferred share repurchase obligation of the heart rhythm management business arising from historical financing arrangements was reflected as a financial liability in the Group's consolidated statements. With the completion of the merger, these preferred shares will be converted into minimally invasive common shares, and the corresponding repurchase obligation of approximately US$260 million and related interest burdens will be removed from the Group's consolidated statements, effectively reducing the Group's overall debt size and financial costs, and reducing the balance to liability ratio.

Furthermore, prior to this merger, CRM Cayman's convertible bond with an original principal amount of approximately US$128 million had been refunded. Together with accrued interest, it had been replaced by a medium- to long-term bank loan with an annual interest rate of 2.8% (based on LPR and agreed floating points and calculation methods adjusted on an annual basis). This pre-merger debt structure optimization, along with the cancellation of the post-merger preferred share repurchase obligation, will jointly optimize the Group's consolidated financial statements.