UpHealth Group Limited: Non-Issuance of FY2025 Sustainability Report and Key Corporate Developments

Key Points for Investors

• No sustainability report will be issued for FY2025 due to the company’s cash company status after substantial asset disposals.
• Completion of Proposed Disposals on 8 July 2024 left the company’s assets wholly or substantially in cash or short-dated securities.
• Company transition: UpHealth Group Limited has transitioned from a cash company to one with active healthcare and medical services operations following the completion of new acquisitions in early 2026.
• Future compliance: A sustainability report will be published for FY2026, together with the annual report in April 2027.
• Regulatory context: Updates provided in line with SGX-ST Catalist Rules, including Rule 711B (sustainability reporting) and Rule 1017 (cash company status).

Detailed Article

UpHealth Group Limited (the Company), together with its subsidiaries, has announced that it will not be issuing a sustainability report for the financial year ended 31 December 2025 (FY2025). This decision is directly linked to the Company’s asset composition following the completion of major disposals on 8 July 2024, which resulted in the Group’s assets consisting wholly or substantially of cash or short-dated securities.

The absence of operating assets meant that sustainability reporting, a requirement under Rule 711B of the Singapore Exchange Securities Trading Limited (SGX-ST) Listing Manual Section B: Rules of Catalist, was not relevant for FY2025. The main purpose of such reporting is to give stakeholders a comprehensive view of the sustainability of the Group’s business operations, particularly in environmental, social, and governance (ESG) aspects.

Important Information for Shareholders

• Cash Company Status: As of 8 July 2024, UpHealth Group Limited notified SGX-ST of its status as a “cash company” under Rule 1017 of the Catalist Rules. This status indicates that the company held no significant business operations or operating assets for the duration of FY2025.
• Irrelevance of Sustainability Reporting for FY2025: The Board has determined that issuing a sustainability report for FY2025 would not provide meaningful information to stakeholders, as the company had no operating assets or business activities during this period.
• Transition to Active Operations in 2026: Significantly, following the completion of proposed acquisitions announced on 12 February 2026 and 2 April 2026, the Group is no longer a cash company. It now owns and operates businesses in the healthcare and medical services sector.
• Resumption of Sustainability Reporting: The Company will resume sustainability reporting for the financial year ending 31 December 2026, in line with Rule 711A of the Catalist Rules. The report will be published together with the annual report in April 2027.

Potential Share Price Sensitivity

These developments are potentially significant for shareholders and may impact the share price for the following reasons:

• Former Cash Company Status: The lack of operating assets through FY2025 may have previously weighed on investor sentiment due to uncertainty regarding future business direction and the inherent risks of being a cash company.
• Transition to Active Healthcare Operations: The recent completion of acquisitions and the resumption of active business operations in healthcare and medical services could be a positive catalyst, as the company returns to revenue-generating activities and compliance with sustainability reporting obligations.
• Regulatory Compliance Restored: The commitment to resume sustainability reporting in FY2026 signals restored operational stability and governance, which could positively influence market perception and the share price.

Board Statement and Contact

The announcement was made by Marat Devlet-Kildeyev, Chief Executive Officer and Executive Director, on 6 April 2026. It was reviewed by the Company’s sponsor, PrimePartners Corporate Finance Pte. Ltd.
For further information, shareholders can contact Mr. Shervyn Essex at PrimePartners Corporate Finance Pte. Ltd., 16 Collyer Quay, #10-00 Collyer Quay Centre, Singapore 049318, or via email at [email protected].

Disclaimer

This article is intended for informational purposes only and does not constitute investment advice. Investors should conduct their own research or consult a qualified financial adviser before making any investment decisions. The Singapore Exchange Securities Trading Limited and PrimePartners Corporate Finance Pte. Ltd. assume no responsibility for the contents of this announcement.

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