ZYLOXTB (02190) plans to indirectly acquire a stake in LIFETECH SCI (01302) to establish a vascular intervention platform, and concurrently issue new H shares at a premium of approximately 13.5% to raise net proceeds of approximately HK$864 million.

ZYLOXTB (02190) announced that on November 6, 2026, LIFETECH SCI (01302) intends to issue approximately 926 million target company shares to Lighthouse SPV, representing approximately 16.7% of the total issued shares of the target company as enlarged by the allotment and issuance of the Lifetech Shares, for a total consideration of approximately HK$1.4821 billion; the Company intends to subscribe for Lighthouse shares, representing approximately 60.0% of the total issued shares of Lighthouse SPV as enlarged by the allotment and issuance of the Lighthouse Shares, for a consideration of approximately HK$889.3 million. Upon completion of the proposed transaction, the Company will (i) indirectly hold approximately 16.7% of the voting rights in LIFETECH SCI (01302) through its 60.0% equity interest in Lighthouse SPV; and (ii) indirectly hold approximately 10.0% of the beneficial interest in LIFETECH SCI (01302). The Board believes that the proposed transaction will help establish a leading Chinese vascular intervention platform and enhance the Group's business scale in four therapeutic areas of the vascular intervention market (namely neurovascular intervention, peripheral vascular intervention, aortic intervention and structural heart disease intervention). This will further strengthen the Group's market penetration in both domestic and global markets. Subject to compliance with all applicable laws and regulations, the Company may consider increasing its equity interest in the target company in the future when market conditions permit. On the same date, the Company entered into a new H Share subscription agreement with GL Lighthouse Three, pursuant to which the Company intends to allot and issue 39.8 million new H Shares to GL Lighthouse Three at HK$22.0 per new H Share. The issue price represents a premium of approximately 13.5% over the closing price of HK$19.390 per new H Share as quoted on the Stock Exchange on November 6, 2026. The net proceeds of approximately HK$864 million will be used for potential investments or acquisitions to drive the Group's long-term business development. As at the date of this announcement, Lighthouse SPV is wholly owned by GL Lighthouse One. GL Lighthouse Three is principally engaged in investment holding and is wholly owned by GL Lighthouse One. Upon completion of the proposed transaction, Lighthouse SPV will be owned as to 60.0% by the Company and 40.0% by GL Lighthouse One. Immediately upon completion of the proposed new H Share issuance, the GL Capital Entities are expected to become, in aggregate, a substantial shareholder of the Company. The GL Capital Entities are the collective reference to GL Trade Investment IV L.P. and GL Lighthouse Three.