Keen Vision Acquisition Corporation (Parent) and Medera Inc. (Company) terminated their prior Merger Agreement dated September 3, 2024. A new binding Letter of Intent (LOI) was executed on February 26, 2026, to replace the terminated agreement. The LOI outlines a revised business combination with Novoheart Group Limited (NVH), a wholly-owned subsidiary of Medera Inc. The parties aim to negotiate and execute a Replacement Merger Agreement by April 10, 2026. NVH's enterprise valuation is set at US$100,000,000. The surviving company, Parent, will be listed on Nasdaq and must have at least US$10,000,000 in available cash at closing, net of NVH indebtedness and transaction expenses. Available liquidity will come from Parent's trust account (after redemptions), private investment in public equity (PIPE) fundraising, and NVH's balance sheet cash. Cash expenses at closing are capped at US$700,000 for Parent and US$1,300,000 for NVH. Any PIPE fundraising must be completed within nine months of the LOI signing. The total principal amount of promissory notes to KVC Sponsor LLC will be subject to a mutually agreed maximum cap. Medera China Company Limited and its subsidiaries are excluded from this contemplated business combination.