Core Viewpoint - The legal opinion letter from Beijing King & Wood Mallesons (Chengdu) Law Firm confirms the compliance of Diou Home Group Co., Ltd.'s convertible bond repurchase with relevant laws and regulations, allowing bondholders to exercise their repurchase rights under specified conditions [1][4][6]. Group 1: Legal Framework and Compliance - The law firm conducted a thorough review based on the Securities Law, Company Law, and relevant regulations, ensuring the accuracy and completeness of the facts presented in the legal opinion [2][3]. - The firm emphasizes that it only provides legal opinions on issues related to the repurchase and does not cover accounting or financial matters [3][4]. - The company has assured the law firm that all necessary documents and materials provided are true, accurate, and complete [2][3]. Group 2: Convertible Bond Issuance and Repurchase Conditions - The company issued a total of 1.5 billion yuan in convertible bonds, with a maturity of six years, approved by the China Securities Regulatory Commission on February 9, 2021 [6][8]. - The repurchase rights for bondholders are triggered if there are significant changes in the implementation of the investment projects funded by the raised capital, as outlined in the offering prospectus [6][7]. - The repurchase terms specify that bondholders can sell their bonds back to the company at face value plus accrued interest during the designated repurchase period [6][8]. Group 3: Company Meetings and Resolutions - The company held several meetings, including a board meeting and a shareholder meeting, to approve the necessary resolutions for the repurchase of convertible bonds [5][8]. - The resolutions regarding the change of fundraising purposes and the use of remaining funds were passed in the meetings held on July 23, 2025, and August 8, 2025 [8][9]. - The law firm concludes that the company's actions regarding the repurchase are in accordance with the Management Measures and Regulatory Guidelines [8][9].
帝欧家居: 北京金杜(成都)律师事务所关于帝欧家居集团股份有限公司可转换公司债券回售的法律意见书