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KESTRA MEDICAL TECHNOLOGIES, LTD.

For the period ended Jan 31, 2025. Filed Apr 17, 2025.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jan 31, 2025 · Filed Apr 17, 2025

KMTS$28.80+0.9%Stored close · as of Nov 6, 2026

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Notes to Condensed Balance Sheets

KESTRA MEDICAL TECHNOLOGIES, LTD.

NOTES TO UNAUDITED CONDENSED BALANCE SHEETS

  1. Description of Business

Kestra Medical Technologies, Ltd. (the “Company”) was formed as a limited company in Bermuda on May 20, 2021 and is a wholly owned subsidiary of West Affum Holdings, L.P. (“West Affum LP”), a company in the Cayman Islands. The Company was formed for the purpose of completing a public offering and related transactions to carry on the business of West Affum Intermediate Holdings Corp. and subsidiaries.

  1. Significant Accounting Policies

Basis of Presentation

The unaudited interim condensed balance sheets are presented in accordance with the rules and regulations of the Securities and Exchange Commission and generally accepted accounting principles in the United States of America. Separate statements of income, comprehensive income, changes in shareholder’s equity, and cash flows have not been presented because the Company has not engaged in any activities except in connection with its formation.

The Company’s fiscal year end is April 30.

The unaudited interim condensed balance sheets have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business.

  1. Commitments and Contingencies

As of January 31, 2025 and April 30, 2024, the Company hasno commitments and contingencies.

  1. Shareholder’s Equity

As of January 31, 2025 and April 30, 2024, the Company has authorized for issuance 100 Ordinary Shares with $1.00 par value, all of which are outstanding with $100 shares subscription receivable from West Affum LP accounted for as contra-equity on the unaudited interim condensed balance sheets.

  1. Subsequent Events

On March 7, 2025, the Company completed an initial public offering of 11,882,352 Common Shares at an offering price of $17.00 per share (the“IPO”). On March 14, 2025, the underwriters purchased an additional 1,782,352 Common Shares at an offering price of $17.00 per share.

In connection with the IPO, the board of directors and sole shareholder of the Company approved an increase in its authorized share capital and a redesignation of its Ordinary Shares into Common Shares, as a result of which the Company’s authorized share capital at the time of the IPO was $100,000,000 divided into 100,000,000 Common Shares of par value $1.00 per share.

West Affum LP contributed all its equity interests, including preferred shares, in West Affum Intermediate Holdings Corp. (“Intermediate Holdings”) to the Company in exchange for Common Shares of the Company, thereby making Kestra Medical Technologies, Ltd. the top parent company of Intermediate Holdings and all of its subsidiaries (collectively, the “Organizational Transactions”). Together with the IPO, the Company completed the Organizational Transactions that represent a business combination between entities under common control under the principles of ASC Topic 805 Business Combinations. The Company will consolidate Intermediate Holdings following the Organizational Transactions. The Company delivered 37,683,952 Common Shares with a par value of $1.00 per share to the holders of West Affum LP Class A common units and incentive units, including 32,485 Common Shares of the Company that will be subject to vesting conditions, in consideration for the exchange of such holders’ interestsin West Affum LP, and also including a third-party investor in West Affum Holdings Designated Activity Company, a subsidiary of Intermediate Holdings. Company is still assessing the income tax impacts of the Organizational Transactions.

West Affum LP will continue to hold Common Shares of the Company for the benefit of the holders of common units in West Affum LP, including an affiliate of Bain Capital, until such time that such Common Shares are distributed by West Affum LP to the remaining partners of West Affum LP, which is currently expected to occur approximately nine months after the consummation of the IPO (the “Post-IPO Distribution”). The allocation of the number of Common Shares of the Company held by West Affum LP among the holders of common units in West Affum LP in the Post-IPO Distribution will be determined in reference to the liquidation value of West Affum LP at the time of such Post-IPO Distribution.

All equity incentive units (“Incentive Units”) of West Affum LP were accelerated at time of exchange while the Class A common units continue to vest subject to the original vesting schedule. The Company also entered into the 2025 Omnibus Incentive Plan to grant eligible individuals stock options in order to attract, retain and reward such individuals and strengthen the mutuality of interests between such individuals and the Company’s stockholders.

The Company received net proceeds of $187.6 million after deducting underwriting discounts and commissions of $14.4 million. On March 14, 2025, the underwriters purchased an additional 1,782,352 Common Shares at an offering price of $17.00 per share andreceived additional net proceeds of $28.2 million after deducting underwriting discounts and commissions of $2.1 million.

Upon the IPO of Common Shares of the Company on March 7, 2025, the warrant issued to Perceptive Credit Holdings IV, LP on September 29, 2023 was cancelled and replaced with a new warrant to purchase up to 325,847 Common Shares of Kestra Medical Technologies, Ltd. with an exercise price of $11.54. In addition, upon the funding of additional amounts under the third tranche, the Company will issue warrants equal to 10% of the amount funded. The Company also issued warrants to Kennedy Lewis Capital Partners Master Fund II LP on March 7, 2025 to purchase up to 62,325 Common Shares of the Company with an exercise price of $17.81 per Common Share and 46,744 Common Shares of the Company with an exercise price of $20.65 per Common Share.

Item 1B. Financial Statements.

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