Ding, Ding Mei Qing, Ding Ming Zhong entered into an agreement to acquire Xtep Global Investment Limited from Xtep International Holdings Limited (SEHK:1368) for approximately $150 million on May 9, 2024. A cash consideration of $151 million will be paid by the buyer. For the period ending December 31, 2023, Xtep Global Investment Limited reported net loss of $31.76 million. As of December 31, 2023, Xtep Global Investment Limited reported total common equity of $164.1 million. The Share Purchase Agreement is conditional upon: the approval of (a) the sale of all the issued share capital of KP Global, (b) the subscription of the KP Convertible Bonds by the Company, (c) the declaration of the Special Dividend, (d) the grant of the Waiver to Mr. Ding, Ms. Ding Mei Qing and their affiliates, and (e) the transactions contemplated under the Transition Services Agreement (if required under Chapter 14A of the Listing Rules) by the Independent Shareholders in accordance with the requirements of Chapter 14A of the Listing Rules and any other requirements imposed by the Stock Exchange; there being (a) no law or order in existence and binding on any party that specifically prohibits or makes illegal the Disposal or the execution, delivery or performance of the Disposal and, (b) no pending proceedings by any governmental body that seek to prohibit or make illegal the Disposal or the execution, delivery or performance of the Disposal Transaction Documents; and the redemption of the K-Swiss Convertible Bonds having been completed pursuant to the terms of the K-Swiss Convertible Bonds Redemption Agreement. If the conditions precedent have not been fulfilled on or before 31 December 2024 (or such later date as the parties agree in writing), the Share Purchase Agreement shall cease to have effect, and no party shall have any claim against the other party except for any antecedent breach of the Share Purchase Agreement. Completion shall take place after all of the conditions precedent set forth above have been satisfied on the later of (i) the third (3rd) Business Day after the condition precedent set forth in (i) has been satisfied and (ii) the thirtieth (30th) Business Day after the condition precedent set forth in (ii) has been satisfied, or at such other date as the relevant parties mutually agree in writing. Red Sun Capital Limited acted as financial advisor to Xtep International Holdings Limited.

Ding, Ding Mei Qing, Ding Ming Zhong completed the acquisition of Xtep Global Investment Limited from Xtep International Holdings Limited (SEHK:1368) on November 30, 2024.