Mangrove Coast Investment Ltd → X Financial XYF

On November 6, 2026, Mangrove Coast Investment Limited ("Mangrove") submitted a preliminary, non-binding letter (the "Proposal", incorporated herewith as Exhibit 99.2) to the board of directors of the Issuer (the "Board") related to the proposed acquisition of all of the ordinary Shares not beneficially owned by Mangrove for US$6.03 in cash per ADS, or US$1.005 in cash per ordinary Share (the "Proposed Transaction"). The Proposal is subject to a number of conditions, including, among other things, the negotiation and execution of definitive agreements and other related agreements mutually acceptable in form and substance to the Issuer and Mangrove. Neither the Issuer nor Mangrove is obligated to complete the Proposed Transaction, and a binding commitment with respect to the Proposed Transaction will result only from the execution of definitive documents, and then will be on the terms provided in such documentation. If the Proposed Transaction is completed, the Issuer's ADSs would become eligible for termination of registration pursuant to Section 12(g)(4) of the Act and would be delisted from the New York Stock Exchange. References to the Proposal in this Statement is qualified in their entirety by reference to the Proposal, which is attached hereto as exhibits and incorporated herein by reference as if set forth in its entirety herein. Except as indicated above, the Reporting Persons have no plans or proposals which relate to or would result in any of the actions specified in paragraphs (a) through (j) of Item 4 of Schedule 13D.