Stock Code: 002717.SZ Stock Abbreviation: *ST Lingnan
Bond Code: 128044.SZ Bond Abbreviation: Lingnan Convertible Bonds
Lingnan Eco&Culture-Tourism Co., Ltd.
Public Issuance of Convertible Corporate Bonds to Non-Specific Qualified Investors
2026 Twenty-First Extraordinary Trustee Management Report
Bond Trustee
GF Securities
August 2026
Important Statement
This report is prepared by the bond trustee, GF Securities Co., Ltd. (hereinafter "GF Securities"), based on the "Administrative Measures for Convertible Corporate Bonds," the "Trustee Management Agreement for the 2018 Public Issuance of Convertible Corporate Bonds of Lingnan Eco&Culture-Tourism Co., Ltd. between Lingnan Eco&Culture-Tourism Co., Ltd. and GF Securities Co., Ltd." (hereinafter "Trustee Management Agreement"), the "Prospectus for the Public Issuance of Convertible Corporate Bonds of Lingnan Eco&Culture-Tourism Co., Ltd." (hereinafter "Prospectus"), and other relevant public disclosure documents and professional opinions issued by third-party intermediary agencies. GF Securities has not independently verified the content and information cited from the aforementioned documents in this report and does not provide any guarantee or assume any responsibility for the authenticity, accuracy, or completeness of such cited content and information.
This report does not constitute a recommendation for investors to perform or refrain from any action. Investors should make independent judgments on relevant matters and should not rely on any content in this report as a commitment or statement made by GF Securities. Under no circumstances shall GF Securities be held liable for any actions or omissions taken by investors based on this report.
Major Matters Notice
- Regarding the New Phase and Fourth Repayment of "Lingnan Convertible Bonds"
According to the "Announcement on the New Phase and Fourth Repayment of 'Lingnan Convertible Bonds'" (Announcement No.: 2026-081) disclosed by the company, the trustee hereby provides the following special notice:
In accordance with the repayment plan under the "Proposal on the Repayment Plan for 'Lingnan Convertible Bonds'," the company completed the first, second, and third phases of repayment for "Lingnan Convertible Bonds" on January 27, 2025, July 31, 2025, and February 10, 2026, respectively. The remaining bond principal after these repayments is 358.9982 million yuan (after deducting 4,800 yuan of principal that remained unpaid due to judicial/pledge freezing during the first, second, and third phases, the remaining bond principal is 358.9934 million yuan).
New Phase: Before August 11, 2026, the company will conduct a partial repayment based on the number of remaining "Lingnan Convertible Bonds" after deducting the number of bonds temporarily unpaid due to judicial/pledge freezing in the first, second, and third phases (i.e., 3,589,772 bonds). If the same bondholder has opened multiple ordinary securities accounts, the quantity of "Lingnan Convertible Bonds" held in each ordinary securities account will be calculated on an aggregate basis. If the total quantity of "Lingnan Convertible Bonds" held in all ordinary securities accounts does not exceed 30 (inclusive), all "Lingnan Convertible Bonds" meeting the criteria for this repayment plan will be repaid and cancelled together. If the total quantity held in all ordinary securities accounts exceeds 30, the bonds will be cancelled one by one in ascending order of the quantity of "Lingnan Convertible Bonds" held in each ordinary securities account that meets the criteria for this repayment plan, until the number of cancelled bonds reaches 30. "Same bondholder" in this repayment plan refers to a bondholder whose name and subject identification number are identical.
Fourth Phase: Before August 11, 2026, the company will conduct a partial repayment based on the number of remaining "Lingnan Convertible Bonds" after deducting the number of bonds temporarily unpaid due to judicial/pledge freezing in the first, second, third, and the new phase (i.e., 3,552,390 bonds) (repaying 1 bond for every 35 bonds held; those holding fewer than 35 bonds will be repaid for 1 bond, subject to actual repayment). The actual face value of the bonds remains unchanged, and the number of bonds held by the holder will be reduced according to the repayment quantity.