PW Medtech Group Limited Announces Deemed Acquisition of Equity in Sichuan Ruijian Medical Through Share Repurchase Program

Key Highlights

• PW Medtech Group Limited (“the Company”, Stock Code: 1358) has announced a potentially significant transaction involving its non-wholly owned subsidiary, Sichuan Ruijian Medical.
• On April 29, 2026, Sichuan Ruijian Medical’s board approved the adoption of a Proposed Share Repurchase Program for its A shares listed on the National Equities Exchange and Quotations (NEEQ).
• The program allows for the repurchase of its ordinary shares by centralized auction trading for a total amount between RMB110,000,000 (approx. HK\$125.6 million) and RMB220,000,000 (approx. HK\$251.2 million), at a price not exceeding RMB8.40 per share.
• Up to 26,190,476 shares, representing about 8.53% of total issued share capital, may be repurchased and cancelled within 3 months of shareholder approval.
• The share repurchase will be fully funded by Sichuan Ruijian Medical’s internal resources, with no deferred payments.
• None of the directors, senior management, controlling shareholders, or their ultimate controllers (including the PW Medtech Group) have indicated any intention to participate in the repurchase by selling their shares.
• Shares repurchased will be acquired from independent third parties and subsequently cancelled, increasing the Company’s stake in Sichuan Ruijian Medical.

Impact and Financial Effects

• Currently, PW Medtech Group indirectly holds 48.49% of Sichuan Ruijian Medical.
• If the maximum number of shares is repurchased and cancelled, the Company’s equity interest could increase to as much as 53.01%, resulting in a Deemed Acquisition under the Hong Kong Listing Rules.
• The financial results of Sichuan Ruijian Medical will continue to be consolidated into PW Medtech Group’s accounts.
• The Company does not expect to record any gain or loss as a result of the repurchase or the deemed acquisition, apart from regular incidental taxes, costs, and charges.

Details of the Repurchase Program

• The share repurchase will only proceed if approved by shareholders of Sichuan Ruijian Medical.
• The repurchase may not occur if the share price consistently exceeds RMB8.40 per share, if there are significant market or business disruptions, or if funds are insufficient.
• The share repurchase is not intended to involve any connected persons of the Company, and the repurchased shares will be cancelled to reduce the total share capital.
• The program aims to increase the capital return rate of Sichuan Ruijian Medical and boost investor confidence in both Sichuan Ruijian Medical and PW Medtech Group.
• Depending on the final number of shares repurchased, PW Medtech Group’s interest will increase, possibly crossing the 50% mark and up to 53.01%.

Financial Performance of Sichuan Ruijian Medical

Important Considerations for Investors and Shareholders

• The deemed acquisition resulting from the share repurchase constitutes a discloseable transaction under the Hong Kong Listing Rules, as the highest percentage ratio is between 5% and 25%.
• The transaction is subject to reporting and announcement requirements under Chapter 14 of the Listing Rules.
• The Proposed Share Repurchase may or may not proceed in full or at all, depending on market conditions, available funds, and approval by Sichuan Ruijian Medical’s shareholders.
• The exercise of the program and resulting increase in equity interest could be viewed as a positive step to enhance shareholder value, increase capital return, and demonstrate confidence in the subsidiary’s outlook—factors which could be price sensitive.
• Investors should be aware of the uncertainty associated with the execution of the repurchase and are advised to exercise caution in trading the shares of PW Medtech Group.

About the Parties

• PW Medtech Group Limited is an investment holding company focused on R&D, manufacturing, and sales of advanced infusion sets, intravenous cannula products, insulin needles, blood purification devices, and regenerative medical biomaterials in China.
• Sichuan Ruijian Medical is a limited liability company established in the PRC, specializing in medical devices for blood purification, with its A shares listed on NEEQ (stock code: 874652).
• Lepu Medical holds a 17.11% stake in Sichuan Ruijian Medical and is ultimately controlled by Dr. Pu Zhongjie (spouse of the executive Director Ms. Yue’e Zhang).

Board Composition

• Executive Director: Ms. Yue’e Zhang (Chairman & CEO)
• Non-Executive Directors: Mr. Jiang Liwei, Mr. Lin Junshan
• Independent Non-Executive Directors: Mr. Wang Xiaogang, Mr. Chen Geng, Ms. Wang Fengli

Disclaimer

The share repurchase program and the resulting increase in equity interest are subject to several conditions, including market performance and shareholder approval. This article is for informational purposes only and does not constitute investment advice. Investors are urged to exercise caution when dealing in the Company’s securities, as the Proposed Share Repurchase Program may or may not be implemented in part or in full.

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