Kaisa Health (00876) will seek independent shareholders’ approval on 22 June 2026 to acquire 100% of Embrace Blossom Limited for RMB21.60 million (approximately HK$24.41 million). The vendor is a wholly-owned subsidiary of Kaisa Group, making the deal both a very substantial acquisition and a connected transaction.
\n\nKey terms • Consideration will be settled entirely by new shares: – 2.49 million Consolidated Shares at HK$9.80 each if the proposed share consolidation is in place, or – 124.55 million Existing Shares at HK$0.196 each if not. • A specific mandate for the share issue will be sought at the SGM. • Completion is subject to conditions including independent shareholders’ approval and Stock Exchange clearance.
\n\nTarget assets Embrace Blossom indirectly owns 54.84% of Qinghai Pharmaceutical, a PRC drug developer and manufacturer. An independent valuer put the fair value of 100% equity in Embrace Blossom at RMB34.89 million (after a 20.4% marketability discount) as at 31 December 2025.
\n\nCorporate actions • Share consolidation: every 50 Existing Shares will be consolidated into one Consolidated Share. • Board lot size: to change from 10,000 Existing Shares to 2,000 Consolidated Shares. Both measures take effect after shareholder and regulatory approvals.
\n\nShareholding impact (assuming consolidation takes effect) Post-issue, Kaisa Group’s stake will rise from 42.99% to 44.52%, while public float will dilute from 50.90% to 49.49%.
\n\nSpecial General Meeting Date & time: 22 June 2026, 11:00 a.m. Venue: Conference Room Luxe Lab, 20/F., Office Plus @Sheung Wan, 93-103 Wing Lok Street, Hong Kong.
\n\nIf approved, Embrace Blossom will become a wholly owned subsidiary of Kaisa Health, and its financials will be consolidated into the Group’s accounts.