Medinex Limited Completes Acquisition of Carlin Management Services Pte. Ltd., Issues Consideration Shares

Key Highlights

• Acquisition Completed: Medinex Limited has completed the acquisition of the entire issued and paid-up share capital of Carlin Management Services Pte. Ltd. (“CMS”).
• Issuance of Consideration Shares: 1,852,667 new ordinary shares have been allotted and issued to the seller at an issue price of S\$0.225 per share.
• Transfer of Treasury Shares: An additional 814,000 treasury shares have been transferred to the seller to satisfy the deferred consideration, making a total of 2,666,667 shares issued under the Sale and Purchase Agreement (SPA).
• Share Capital Increase: The total number of issued shares (including treasury shares) has increased from 132,691,176 to 134,543,843.
• Expected Listing Date: The newly issued shares are expected to be listed on 15 December 2025.

Detailed Report

Medinex Limited has officially completed the acquisition of Carlin Management Services Pte. Ltd. (“CMS”), a transaction previously announced on 2 March 2022, 25 March 2022, and 1 April 2022. The company further announced on 20 November 2025 the receipt of the listing and quotation notice from the Singapore Exchange Securities Trading Limited (SGX-ST) for the listing and quotation of the consideration shares issued in relation to this acquisition.

Following the terms outlined in the SPA, Medinex Limited has:

• Allotted and issued 1,852,667 new ordinary shares to the seller at S\$0.225 per share.
• Transferred 814,000 treasury shares to the seller to fulfill the deferred consideration portion of the agreement.

As a result, a total of 2,666,667 consideration shares have been allotted and issued for the acquisition of CMS.

Implications for Shareholders

• Fully Paid and Pari Passu: The consideration shares will be credited as fully paid-up and will rank pari passu in all respects with the existing shares of the company, except for any dividends, rights, allotments, or other distributions whose record date falls before the date of issue of the consideration shares.
• Potential Share Value Impact: The increase in the total number of issued shares could have a dilutive effect on existing shareholders. However, the acquisition of CMS may be viewed positively if investors believe it will add value to Medinex’s business operations and financial performance.
• SGX-ST Listing Notice: Shareholders should note that the receipt of the listing and quotation notice (LQN) from SGX-ST is not an indication of the merits of the acquisition, the consideration shares, or the company and its subsidiaries.

Corporate Governance and Compliance

This announcement has been reviewed by the company’s sponsor, Novus Corporate Finance Pte. Ltd. However, the Singapore Exchange Securities Trading Limited assumes no responsibility for the contents or accuracy of this announcement.

Contact Information

For further information, shareholders may contact Mr. Pong Chen Yih, Chief Operating Officer of Novus Corporate Finance Pte. Ltd., at 7 Temasek Boulevard, #04-02 Suntec Tower 1, Singapore 038987, telephone (65) 6950 2188.

Conclusion

The completion of this acquisition and the associated share issuance marks a significant milestone for Medinex Limited. Investors should closely monitor the company’s subsequent financial updates and performance of the acquired entity, as these will be critical in determining the long-term impact of this transaction on Medinex Limited’s share value.

Disclaimer: This report is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell securities. Investors are advised to conduct their own due diligence and consult with professional advisers before making investment decisions. The Singapore Exchange Securities Trading Limited assumes no responsibility for the contents of this report.

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