Venus Medtech (Hangzhou) Inc. (Stock Code: 2500) announced additional information regarding its previously disclosed plan to issue convertible bonds under a general mandate and the accompanying supplemental agreements. The latest details expand on the payment method, conversion price adjustments, subscriber information, use of proceeds, and updates to key contractual terms.

According to the announcement, the company will receive an interest-bearing Bridge Loan at 10% per annum, subject to completion of the necessary filing procedures by the subscriber within a specified timeline. If these procedures are not completed within 240 days of the framework agreement date, Venus Medtech will return the loan plus any unpaid interest within 120 days afterward. The company also clarified that proceeds from the Bridge Loan will be used strictly for its operations or other mutually agreed purposes.

Under the conversion price adjustment mechanism, the conversion price of the bonds may be reset to 110% of the average trading price over the 20 trading days before the adjustment date, capped at HK$4.50. If the resolution for this adjustment fails to pass shareholder approval, the bonds will be deemed matured, and the subscriber may choose either repayment of principal plus accrued interest or exercise of conversion rights.

The announcement further highlights that 25% of the net proceeds from the issuance will be allocated to advancing core product pipeline development, while 75% will go toward general corporate working capital. The maturity date of the convertible bonds has been extended from March 15, 2026, to March 15, 2027, and the long stop date and relevant filing deadlines have also been revised accordingly.

Additionally, the supplemental agreements address the subscriber’s right of subscription in the event of future equity financing, the company’s non-disposal undertaking related to certain transactions, and confirmation that changes to any material transactions or restructuring will be disclosed to the subscriber at the same time they are announced publicly.

All changes remain subject to the terms and conditions originally disclosed, except for the amendments stated in the supplemental agreements. The board of Venus Medtech considers the adjusted terms to be fair, reasonable, and in the overall interest of the company and its shareholders.