Yintai Medical Advances Acquisition of DeJin Medical Amid Ongoing Dispute Over Denovo EP Deal

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Source: China Business Network

Reporter Chen Ting and Zhao Yi, Shenzhen, China

On April 28, INT Medical (1501.HK) announced a proposal to acquire up to 90% of Valgen Holding Corporation's equity for no more than 1.5 billion yuan. Valgen Holding Corporation’s wholly-owned subsidiary, Valgen Medtech Co., Ltd. (hereinafter referred to as "Valgen Medtech"), is a cardiovascular interventional medical device company. Its actual controller is Zhao Yiwei (English name "Zhao Michael Yi Wei").

Notably, INT Medical has recently drawn significant attention due to a dispute over the equity transaction involving Hangzhou Nuomao Medical Technology Co., Ltd. (hereinafter referred to as "Nuomao"). According to business registration information, Zhao Yiwei is simultaneously the actual controller, chairman, and general manager of Nuomao.

Previously, the shareholders of Nuomao's investment party issued an open letter claiming that the two actual controllers of Nuomao, Zi Zhenjun and Zhao Yiwei, had "colluded" with INT Medical, the acquirer, to "embezzle and swallow the principal of the investors." The actual controllers were preparing to cash out and exit first. The shareholder of the investment party had been unsuccessfully requesting the original copy of the "Termination Agreement of Special Shareholder Rights" from Nuomao for 15 months.

As the incident escalated, INT Medical announced its intention to acquire Valgen Medtech. On the same day, Nuomao issued a "Statement on Recent False Information" (hereinafter referred to as the "Statement") on its WeChat Official Account, responding to the aforementioned allegations.

Will the dispute between the company and its investors affect the normal progress of equity transactions? On April 29, Nuomao told reporters from the China Business Journal that responses to related questions can be referenced in their published statement, and the company has no other information to disclose at this time. On April 30, INT Medical informed reporters during an interview that regarding the acquisition of part of Valgen Medtech’s equity, the company has convened a board meeting for deliberation. Currently, the board has authorized the company's chairman to conduct specific negotiations with relevant parties from Valgen Medtech. At this stage, the company is steadily advancing all related work to ensure the compliance and rigor of the transaction.

Urgent Acquisition of Valgen Medtech

The announcement shows that INT Medical recently held the 8th meeting of the 4th board of directors through a communication voting method. The company's board of directors announced that the meeting has reviewed and approved a proposal to acquire part of Valgen Medtech's equity. Valgen Medtech is a company focused on the research and development of technologies and products for treating atrioventricular valve diseases, especially in the field of mitral and tricuspid valve interventional treatments. Four of its self-developed products have been approved by the National Medical Products Administration.Innovative MedicalSpecial Review Procedure for Devices (i.e., Green Channel).

INT Medical's board of directors has authorized the company's chairman to negotiate with Valgen Medtech and its shareholders regarding the content and terms of the letter of intent for acquisition and the formal acquisition agreement, including aspects such as the acquisition amount and acquisition ratio. The chairman is also tasked with revising and finalizing the ultimate acquisition ratio and the final draft of the agreement, as well as signing the relevant agreements and documents on behalf of the company.

According to the announcement, the above-mentioned acquisition is subject to uncertainties. INT Medical will make further announcements regarding the progress of the acquisition at an appropriate time.

Notably, just recently, INT Medical became embroiled in a dispute over the equity transfer of Nuomao.

Public information shows that Zhenjun Zi and Yiwei Zhao jointly founded DNM Medical Group, and incubated a "DNM family" medical landscape including Broncus Medical (2216.HK), Nuomao, Valgen Medtech, and Hangzhou Weiqiang Medical Technology Co., Ltd. ("Weiqiang Medical" for short).

According to the shareholders of Nuomao's investor, in March this year, Shanghai Chenyao Xincheng Private Investment Fund Partnership (Limited Partnership) ("Shanghai Chenyao Xincheng" for short) and INT Medical proposed to acquire the control of Nuomao at a price of 500 million yuan. The shareholder believed that according to the "Articles of Association," the transfer of control is regarded as a liquidation event, which should trigger the "preferential liquidation right." It prioritizes the principal exit of investors who entered later by investment rounds, with the founder exiting last. Meanwhile, the 500-million-yuan capital increase plan proposed by the acquirer directly triggered the "anti-dilution right," requiring the issuance of new shares for free to compensate the shareholders who triggered the anti-dilution right, followed by subsequent low-valuation financing. In addition, under the current transaction plan, the valuation of Nuomao has plummeted more than 80% from its peak, causing several shareholders of Nuomao to face substantial principal losses or paper losses.

In response to the accusations from the investor shareholders, Nuomao stated in its declaration that the company’s relevant transactions with INT Medical and Shanghai Chenyao Xincheng strictly adhered to market-oriented principles, laws, regulations, and the stipulations of the relevant documents signed and effective by all parties involved. The transaction plan, decision-making process, and information disclosure were all legally compliant, open, and transparent, without any instances of "collusion" or "embezzlement of investors' principal." The valuation of this transaction was determined based on the company's current operating conditions, industry environment, comparable market transactions, and other factors, after comprehensive evaluation by the company's board of directors.

As the involved party, INT Medical told reporters that the acquisition of Nuomao is a major event for the listed company. According to the regulations of the Hong Kong Stock Exchange, it usually can only be disclosed after the formal agreement is signed. "However, recently, due to the release of false information by a third party on the Internet, the company's undisclosed insider information was leaked in advance. This not only disrupted the normal market order but also posed a challenge to the compliance of the company’s information disclosure. To safeguard the interests of investors and ensure market fairness, the company has issued a voluntary announcement in advance to clarify the situation. Since this matter is still in progress, specific transaction details must strictly adhere to confidentiality obligations before the official announcement is disclosed. Therefore, for specific information about the transaction, please refer to the company's subsequent detailed announcements."

Two deals have been planned before.

"The acquisition of Valgen Medtech this time is an independent decision made by INT Medical based on the company's strategic layout to further improve its product pipeline in the field of structural heart disease, and it is not related to the acquisition of Nuomao. In addition, the main acquirer of Nuomao is Shanghai Chenyao Xincheng."

INT Medical stated in the announcement of the acquisition of Valgen Medtech that the acquisition aimed to further supplement the company’s product pipeline in the structural heart disease field, achieving more comprehensive product coverage in this area, thereby enhancing overall competitiveness and long-term development potential in the cardiovascular intervention field. "The Board believes that, if the acquisition is completed, it will align with the company’s strategic development plan in the structural heart disease field."

Notably, prior to the acquisitions of Nuomao and Valgen Medtech, INT Medical planned in October 2025 to subscribe for approximately 14.38% of Broncus Medical's shares at a total cost of about HKD 2.83 billion. However, due to the non-fulfillment of the preconditions for the subscription, it has not been completed as of now.

The announcement at that time showed that Broncus Medical mainly focused on the research and development of minimally invasive interventional diagnostic products for lung diseases, and was in a loss state in both 2023 and 2024.

In addition, INT Medical completed the acquisition of 51.7% equity in Valgen Medtech in May 2025 for a total price of approximately 324 million yuan. After the acquisition, Valgen Medtech became a non-wholly owned subsidiary of INT Medical and was included in INT Medical's financial reporting scope.

The annual report shows that INT Medical is a manufacturer of vascular interventional devices. In 2025, the company's revenue was approximately 1.065 billion yuan, representing a year-on-year increase of 25.06%. Of this, revenue generated from the sale of interventional medical devices was about 968 million yuan, marking a year-on-year increase of 25.17%. The company’s profit for the year was approximately 233 million yuan, reflecting a year-on-year growth of 22.43%. By the end of 2025, INT Medical held cash and bank balances of approximately 630 million yuan.

INT Medical stated in its annual report that the company will promote the coordinated development of various businesses through strategic initiatives combining external mergers and acquisitions with internal growth by 2026.

(Edited by Xueping Cao, Reviewed by Haihua Tong, Proofread by Jun Liu)