Medeon

SEQ_NO	1	Date of announcement	2026/05/07	Time of announcement	15:26:16
Subject	Announcement of a statutory merger between Medeologix Corporation’s wholly owned subsidiaries Medeologix LLC and Medeologix, Inc.
Date of events	2026/05/07	To which item it meets	paragraph 11
Statement	1.Type of merger and acquisition (e.g.merger, spin-off , acquisition, or share transfer):Merger 2.Date of occurrence of the event:2026/05/07 3.Names of companies participating in the merger and acquisition (e.g., name of the other company participating in the merger, newly established company in a spin-off, acquired company, or company whose shares are transferred): Surviving company: Medeologix LLC Dissolved company: Medeologix, Inc. 4.Trading counterparty (e.g., name of the other company participating in the merger, company spinning off, or trading counterparty to the acquisition or share transfer): Same as above. 5.Whether the counterparty of the current transaction is a related party:Yes 6.Relationship between the trading counterparty and the Company (investee company in which the Company has re-invested and has shareholding of XX%), explanation of the reasons for the decision to acquire from or transfer shares to an affiliated enterprise or related party, and whether it will affect shareholders’ equity: Both the surviving company, Medeologix LLC, and the dissolved company, Medeologix, Inc., are wholly owned subsidiaries of Medeologix Corporation. The merger will not affect the rights and interests of the Company’s shareholders. 7.Purpose and conditions of the merger and acquisition, including the reason, consideration conditions and payment schedule of the merger and acquisition: The merger is intended to consolidate the resources of the Group, and will be implemented through a statutory merger in accordance with the laws of California. 8.Anticipated benefits of the merger and acquisition: The merger is expected to enhance operational efficiency and reduce management costs. 9.Effect of the merger and acquisition on net worth per share and earnings per share:None. 10.Types of consideration for mergers and acquisitions and sources of funds:N/A 11.Share exchange ratio and calculation assumptions:N/A 12.Whether the CPA, lawyer or securities underwriter issued an opinion on the unreasonableness regarding the transaction:N/A 13.Name of accounting, law or securities firm:N/A 14.Name of CPA or lawyer:N/A 15.Number of CPA or lawyer license:N/A 16.The content of the independent expert opinion on the reasonableness of the share exchange ratio, cash or other assets allotted to shareholders in this merger and acquisition (1.The method, principles, or calculations adopted for determination of the public tender offer price, and comparison with the market-value method, cost method, and discounted cash flow method commonly used internationally; 2.comparison of the financial condition, profit status, and price-to-earnings ratio of the subject company with those of TWSE or TPEx listed companies in the same industry; 3.if a price appraisal report of an appraisal organization is taken into account in the public tender offer price, the opinion shall specify the content and conclusion of the appraisal report; and 4.if assets or shares of the subject company, or of the surviving company in the case of a merger, are listed as collateral in the tender offeror’s financing repayment plan, the opinion shall disclose the collateralization terms, and assessment of the impact on the financial and operational soundness, of the subject company or of the surviving company of the merger.):N/A 17.Estimated date of completion: The tentative merger record date is May 26, 2026. 18.Matters related to the assumption of corporate rights and obligations of the dissolving company (or spin-off) by the existing or newly-established company: Upon completion of the merger, the Surviving company, Medeologix LLC, will acquire all assets, rights, and liabilities of the Dissolved company, Medeologix, Inc. 19.Basic information of companies participating in the merger: Surviving company: Medeologix LLC , principally engaged in the manufacture and sale of medical devices. Dissolved company: Medeologix, Inc. , principally engaged in the manufacture and sale of medical devices. 20.Matters related to the spin-off (including estimated value of the business and assets planned to be transferred to the existing company or new company.The total no.of shares to be acquired by the spun-off company or its shareholders, and their respective types and no.Matters related to the reduction, if any, in capital of the spun-off company) (note: not applicable for announcements unrelated to spin-offs):N/A 21.Conditions and restrictions for future transfer of shares resulting from the merger and acquisition:N/A 22.Post-merger and acquisition plan: (1) Willingness to continue operating the business of the company, and the contents of plans to that effect (2) Dissolution; delisting from an exchange (or OTC market); material changes in organization, capital, business plan, financial operations and production; accommodation or utilization of staff and assets critical to the Company; or any other matter of material significance that would affect the company’s shareholder equity:None 23.Other important terms and conditions:None 24.Other major matters related to the mergers and acquisitions:None 25.Any objections from directors to the transaction:None 26.Information on interested directors involved in the mergers and acquisitions (name of natural person director or name of legal person director and its representative, material interest of the director or the legal person represented by the director (including but not limited to form of actual or expected investment in another company in the merger, shareholding, transaction price, participation in the subject company’s business or otherwise, and other terms of investment), reason for recusal or otherwise, details of recusal, and reason for a resolution for or against the merger proposal):None 27.Is it related to new business model ?:No 28.Explanation of new business model:N/A 29.Transactions with the counterparty for the past one year and the next year:N/A 30.Source of funds:N/A 31.Any other matters that need to be specified: The merger record date is tentatively set as May 26, 2026, and the Chairman is authorized to adjust the actual merger record date in accordance with applicable regulations and operational needs.