CARDIOFLOW-B(02160) has entered into a merger agreement with its subsidiary and minimally invasive arrhythmia management.

CARDIOFLOW-B (02160) announces that on September 29, 2025, the company, its subsidiary MicroPort CardioFlow CRM Limited (an indirect wholly-owned subsidiary of the company), and the target company Minimally Invasive Cardiac Management (Minimally Invasive Medical (00853), a non-wholly-owned subsidiary of the company) have entered into a merger agreement. Under the terms and conditions of the merger agreement and in accordance with the laws of the Cayman Islands, the company will acquire the target company through a merger, and the subsidiary and target companies will merge and continue as one company upon the effective date. The target company will continue as an indirect wholly-owned subsidiary of the company after the merger, and in exchange, the company will issue and distribute new shares to the shareholders of the target company. After the completion of the merger, companies within the target group will become indirect subsidiaries of the company, and the financial performance of the target group will be consolidated into the company's financial performance. The agreed value of the target company is $680 million, determined through fair negotiations after a valuation conducted by Jones Lang LaSalle (JLL) Corporate Valuation and Advisory Limited. The target group is mainly engaged in CRM business, focusing on solutions for managing heart rhythm disorders. They provide devices for monitoring cardiac information in patients to identify abnormal heart conditions such as heart rate abnormalities and fast heart rhythm disorders; and utilize electrical impulses and shocks to prevent or treat related conditions or provide cardiac resynchronization therapy. The directors believe that the transaction aligns with the strategic development of the company's business, will help establish a globally influential cardiac product platform to offer diversified products and pipelines, and achieve complementary synergy. The synergies generated by the transaction will expand and diversify the company's existing businesses, particularly strengthening the company's products and pipelines in structural heart disease and CRM solutions, while enhancing research and development capabilities, production capacity, distribution channels, and market expansion capabilities.