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TWG Announces Entry into a Memorandum of Understanding with Chinese Pharmaceutical Group for Injection of Pet Pharmaceutical Products Business

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Top Wealth Group (NASDAQ: TWG) has entered into a binding memorandum of understanding (MOU) with Jilin Xiuzheng, a subsidiary of Xiuzheng Group, for the injection of its animal pharmaceutical products business into TWG. The transaction will give Jilin Xiuzheng majority control of TWG in exchange for its pet and livestock pharmaceutical business, related trademarks, manufacturing facilities, and access to distribution channels in China.

Xiuzheng Group, ranked as China's second-largest privately-owned pharmaceutical group with 2024 sales revenue of RMB67.7 billion, will contribute its established presence in the animal health sector. The MOU is effective for 120 days, during which TWG will conduct due diligence and aim to reach a definitive agreement.

The Chinese pet market has shown remarkable growth, expanding at a 25.4% annual rate from RMB97.8 billion in 2015 to RMB592.8 billion in 2023, with projections reaching RMB811.4 billion by 2025.

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Positive

  • Strategic entry into China's rapidly growing pet pharmaceutical market with 25.4% annual growth rate
  • Partnership with China's second-largest private pharmaceutical group (RMB67.7B revenue)
  • Access to established manufacturing facilities and Xiuzheng's distribution channels in China
  • Existing caviar business will continue under current management while gaining new revenue stream

Negative

  • Significant dilution for existing shareholders as Jilin Xiuzheng will gain majority control
  • Change in corporate control and board composition
  • Integration risks between existing caviar business and new pet pharmaceutical operations
  • 120-day MOU period creates uncertainty until definitive agreement is reached

News Market Reaction 27 Alerts

-11.57% News Effect
+20.7% Peak Tracked
-26.9% Trough Tracked
-$1M Valuation Impact
$10M Market Cap
7.8x Rel. Volume

On the day this news was published, TWG declined 11.57%, reflecting a significant negative market reaction. Argus tracked a peak move of +20.7% during that session. Argus tracked a trough of -26.9% from its starting point during tracking. Our momentum scanner triggered 27 alerts that day, indicating elevated trading interest and price volatility. This price movement removed approximately $1M from the company's valuation, bringing the market cap to $10M at that time. Trading volume was exceptionally heavy at 7.8x the daily average, suggesting significant selling pressure.

Data tracked by StockTitan Argus on the day of publication.

 Hong Kong, July 17, 2025 (GLOBE NEWSWIRE) -- Top Wealth Group Holding Limited (NASDAQ: TWG) (“Top Wealth” or the “Company”), today announced that it has entered into a legally-binding memorandum of understanding (the “MOU”) with Jilin Xiuzheng Agriculture and Animal Husbandry Technology Co., Ltd. (“Jilin Xiuzheng”), a member of leading Chinese Pharmaceutical Group Xiuzheng Group, for a proposed injection of animal-related (including pets and livestocks) pharmaceutical products, foods and supplements business.

Jilin Xiuzheng is a member of Xiuzheng Group, specializing in the development and operation of animal-related (including pets and livestocks) pharmaceutical products, foods and supplements, and other related products (“Subject Business”). Xiuzheng Group is a leading private Chinese pharmaceutical group specializing on the production of traditional Chinese medicines, chemical pharmaceuticals, biopharmaceuticals and standardized cultivation of medicinal herbs. According to All-China Federation of Industry and Commerce, in 2024, Xiuzheng Group achieved sales revenue of RMB67.7 billion, and is ranked among the Top 500 Chinese Private Enterprises and Top 500 Chinese Private Manufacturing Enterprises. According to the lists, Xiuzheng Group is the second largest privately-owned pharmaceutical group by revenue in China. The “Xiuzheng” brand is highly recognized within China’s pharmaceutical sector.

Pursuant to the MOU, Jilin Xiuzheng proposed to inject the Subject Business, and the related trademarks and copyrights, manufacturing facilities, and the usage right of Xiuzheng Group’s distribution channels in China, into the Company in return for new shares constituting majority control and voting power of the Company. Following the transaction, Jilin Xiuzheng will have power to nominate directors to represent its interests in the board of the Company and appoint senior management members. The injected business will be managed by Jilin Xiuzheng’s management team while the existing caviar business of the Company will continue to be managed by the existing management team of the Company. The MOU is effective for a period of 120 days from the date of the MOU subject to extension as agreed between the parties. During the effective period of the MOU, the Company will conduct due diligence and valuation on the Subject Business and targets to enter into a definitive agreement with Jilin Xiuzheng in relation to the asset injection.

Mr Kim Kwan Kings, Wong, Chief Executive Officer of Top Wealth, commented, “This is a very important step for the Company to enter into another luxury products and services market: the pets market in China, which is growing rapidly and offers tremendous business opportunities. As families become wealthier, they tend to keep more pets and spend more on them. According to a market report published by KPMG China in June this year, the pets market size in China grew at an average annual rate of approximately 25.4% from RMB97.8 billion (approximately USD13.6 billion) in 2015 to RMB592.8 billion (approximately USD82.6 billion) in 2023, and is estimated to reach RMB811.4 billion (USD113.0 billion) in 2025. Through partnering with Jilin Xiuzheng, we aim to become a major player in this fast-growing market.”

About Top Wealth Group Holding Limited

Top Wealth Group Holding Limited is a holding company incorporated in the Cayman Islands, and all of its operations are carried out by its operating subsidiary in Hong Kong, Top Wealth Group (International) Limited. The Company specializes in supplying premium-class sturgeon caviar, and its caviar and caviar products are endorsed with the Convention on International Trade in Endangered Species of Wild Fauna and Flora (“CITES”) permits. The Company supplies caviar to its customers under its customer’s brand labels (i.e. private labeling), and the Company also sells the caviar product under the Company’s caviar brand, “Imperial Cristal Caviar”, which has continuously achieved tremendous sales growth since its launch in the market.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in verbal statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs and expectations, are forward-looking statements. Forward looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. Further information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission. All information provided in this press release is as of the date of the press release, and the Company undertakes no duty to update such information, except as required under applicable law.

For more information, please contact:

Top Wealth Group Holding Limited
Investor Relations
Email: ir@topwealth.cc


FAQ

What is the TWG and Jilin Xiuzheng deal structure announced on July 17, 2025?

TWG will receive Jilin Xiuzheng's animal pharmaceutical business, trademarks, facilities, and distribution rights in exchange for new shares that will give Jilin Xiuzheng majority control of TWG.

How large is the Chinese pet market that TWG is entering?

The Chinese pet market grew from RMB97.8 billion in 2015 to RMB592.8 billion in 2023, with projected growth to RMB811.4 billion by 2025, showing a 25.4% annual growth rate.

Who is Xiuzheng Group and what is their market position?

Xiuzheng Group is the second-largest privately-owned pharmaceutical group in China with RMB67.7 billion in 2024 sales revenue, specializing in traditional Chinese medicines, pharmaceuticals, and medicinal herbs.

What happens to TWG's existing caviar business after the merger?

The existing caviar business will continue to operate under TWG's current management team, while the new pet pharmaceutical business will be managed by Jilin Xiuzheng's team.

When will the TWG-Jilin Xiuzheng deal be finalized?

The MOU is effective for 120 days, during which TWG will conduct due diligence and work to reach a definitive agreement with Jilin Xiuzheng.
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