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厦门象屿股份有限公司关于子公司实施市场化债转股的进展公告

Summary of Key Points Core Viewpoint - The company, Xiamen Xiangyu Co., Ltd., has executed a market-oriented debt-to-equity swap for its subsidiary, Xiamen Xiangyu Logistics Group Co., Ltd., leading to the exit of two investors and the extension of investment by another [1][2]. Group 1: Transaction Overview - The company has agreed to buy back shares from China Bank of Communications Financial Asset Investment Co., Ltd. and China Orient Asset Management Co., Ltd. for a total of 15.31 billion yuan, representing 9.11% of Xiamen Xiangyu Logistics [1][2]. - The transaction is based on agreements made during the market-oriented debt-to-equity swap implemented in August 2022, with the buyback occurring after the investors' initial capital contribution period of 36 months [2][3]. Group 2: Shareholding Structure - After the exit of China Bank of Communications Financial Asset and China Orient Asset, the company will hold 93.93% of Xiamen Xiangyu Logistics [2][3]. - The exit of the two investors does not require approval from the company's board of directors or shareholders, as it falls within the authority granted to the chairman [3]. Group 3: Purpose and Impact of the Transaction - The exit of the two investors is in accordance with the agreements made during the debt-to-equity swap and does not harm the interests of the company or its shareholders [4]. - The extension of investment by China Bank of Communications Financial Asset is expected to enhance the governance structure of the subsidiary and support its business development, thereby increasing the company's competitiveness [4].