Core Viewpoint - The company has completed the repurchase and cancellation of shares as part of the performance commitment compensation agreement with Xuzhou Engineering Machinery Group Co., Ltd, following the merger and acquisition process [2][20][22]. Group 1: Share Repurchase and Cancellation - The repurchased shares amount to 743,331 shares, representing 0.006% of the total share capital before cancellation [2][20]. - The total share capital will decrease from 11,753,715,813 shares to 11,752,972,482 shares after the cancellation [2][21]. - The repurchase was executed at a total price of RMB 1.00 [2][20]. Group 2: Performance Commitment and Compensation - The performance commitment agreement was signed on September 29, 2021, with specific profit and revenue commitments for the years 2021 to 2024 [4][6]. - The total cumulative net profit commitment for equity performance assets is set at RMB 639,620.63 million, while the cumulative revenue share for intellectual property performance assets is set at RMB 45,967.11 million [4][5]. - As of the end of 2024, the actual cumulative net profit for equity performance assets reached RMB 642,188.35 million, achieving a completion rate of 100.40%, while the revenue share for intellectual property assets was RMB 44,555.68 million, with a completion rate of 96.93% [14][15]. Group 3: Asset Impairment Testing - The impairment testing report indicated that the valuation of performance commitment assets as of the end of 2024 was RMB 1,553,348.58 million, exceeding the transaction price of RMB 891,678.03 million by RMB 661,670.55 million, indicating no impairment [17]. Group 4: Approval and Implementation Process - The company held several board meetings and a shareholder meeting in 2025 to approve the performance commitment completion and the implementation of the compensation plan [19]. - The repurchase and cancellation of shares were confirmed by the Shenzhen branch of China Securities Depository and Clearing Co., Ltd on August 14, 2025 [20][22]. Group 5: Impact on Company Structure - The share repurchase and cancellation will not materially affect the company's financial status or operational results, nor will it harm the interests of shareholders, particularly minority investors [21].
徐工集团工程机械股份有限公司 关于业绩承诺补偿股份回购注销完成及 补偿方案履行完毕暨股份变动的公告