MICROPORT (00853) announced that the independent shareholders of MicroPort CRM have approved the merger agreement and related transactions at a special shareholders' meeting held on December 15, 2025. The merger is expected to be completed on or around December 19, 2025. Upon completion, all existing issued shares (including ordinary and preferred shares) of CRM Cayman will be canceled in exchange for ordinary shares of MicroPort CRM, making CRM Cayman a wholly-owned subsidiary of MicroPort CRM.
This strategic merger is a key initiative to optimize resource allocation and enhance overall competitiveness, aiming to strengthen synergies in structural heart disease and cardiac rhythm management. By integrating complementary product lines and global distribution channels, the company will accelerate market penetration and improve operational efficiency. Leveraging its established overseas teams and infrastructure, it will further enhance localized service capabilities and supply chain resilience.
Additionally, building on its expertise in structural heart disease (interventional therapies, precision delivery, and material platforms) and cardiac rhythm management (AI diagnostics and algorithms), the company will strategically expand into heart failure—the most promising frontier in cardiovascular disease—to develop a high-quality business portfolio. This will enable the company to offer comprehensive heart failure management solutions covering all etiologies, disease stages, and the full "monitoring-diagnosis-treatment-management" continuum.
Long-term, the group aims to establish the world's largest and most complete heart failure platform, driven by continuous technological innovation, aspiring to become a leading emerging player in heart failure diagnostics and treatment. This move will significantly strengthen its position in the high-potential heart failure market, boosting overall competitiveness in cardiovascular devices.
The merger will also optimize the group's consolidated financial structure. Pre-merger, the cardiac rhythm management business carried a financial liability due to historical financing arrangements, reflected as a repurchase obligation for preferred shares. Post-merger, these preferred shares will convert into MicroPort CRM ordinary shares, eliminating approximately $260 million in repurchase obligations and related interest burdens, thereby reducing overall debt and financial costs while improving the debt-to-asset ratio.
Furthermore, prior to the merger, CRM Cayman refinanced a convertible bond with an original principal of approximately $128 million (plus accrued interest) through a medium-to-long-term bank loan at an annual interest rate of 2.8% (adjusted yearly based on LPR and agreed floating terms). This pre-merger debt restructuring, combined with the elimination of preferred share repurchase obligations, will collectively enhance the group's consolidated financial statements.
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