XD Inc. has signed a Share Buy-back Agreement on 10 June 2026 with an independent broker to repurchase up to HK$400.00 million of its shares on the Hong Kong Stock Exchange through an Automatic Share Buy-Back Program. The arrangement begins on 12 June 2026 and will run until 11 November 2026, or earlier if the HK$400.00 million limit is reached. All repurchased shares will be cancelled.
The broker will execute purchases within pre-set parameters and operate independently from the company and its connected persons, with information barriers in place to prevent the flow of inside information. The program will rely primarily on the general mandate approved at the 28 May 2026 annual general meeting; any extension beyond the initial five-month term will require shareholder approval of a new mandate.
The Hong Kong Stock Exchange has granted XD Inc. a waiver from strict compliance with Listing Rule 10.06(2)(e), allowing buy-backs during restricted periods surrounding interim results. The waiver was approved on the basis that the program satisfies the conditions in Guidance Letter 117-23, including establishment outside the restricted period, broker independence, a minimum 45-day cooling-off period before the next results blackout window, and disclosure through next-day returns.
Management considers the buy-back program to be in the best interests of shareholders. The company affirms adherence to the Listing Rules, the Securities and Futures Ordinance, and the Codes on Takeovers and Share Buy-backs, and states that the scale of repurchases is not expected to trigger a mandatory offer under the Takeovers Code. Shareholders and potential investors are advised that actual buy-back volumes will depend on market conditions and the broker’s execution discretion within the agreed parameters.