X Financial filed a Form 6-K on November 6, 2026, disclosing that its board of directors received a preliminary non-binding proposal from Mangrove Coast Investment Limited to acquire all outstanding ordinary shares not already owned by Mangrove at US$1.005 per ordinary share, or US$6.03 per ADS.

Key Highlights

  • Proposed price: US$1.005 in cash per ordinary share, or US$6.03 in cash per ADS (each ADS represents six Class A ordinary shares), according to the filing.
  • Buyer identity: Mangrove Coast Investment Limited submitted the preliminary non-binding proposal letter, dated November 6, 2026.
  • Voting power: According to the proposal letter, Mangrove holds approximately 93.45% of the total voting power of the company's issued and outstanding shares.
  • CEO affiliation: Chairman and Chief Executive Officer Yue (Justin) Tang is affiliated with Mangrove and will recuse himself from any Board deliberations or decisions related to the proposal.
  • Special committee: The Board intends to form a special committee of independent directors, which is expected to retain independent financial and legal advisors.
  • No decision made: The filing states the Board "has not had an opportunity to carefully review and evaluate the proposal or make any decision with respect to the Company's response to the proposal."

X Financial Board Receives Go-Private Proposal from Mangrove Coast

According to the Form 6-K filed with the U.S. Securities and Exchange Commission, the board of directors of X Financial (NYSE:XYF) received a preliminary non-binding proposal letter from Mangrove Coast Investment Limited on November 6, 2026. The proposal seeks to acquire all outstanding ordinary shares of the company not beneficially owned by Mangrove, covering both ordinary shares and American depositary shares. The offered consideration is US$1.005 per ordinary share or US$6.03 per ADS in cash.

The filing discloses that Mangrove holds approximately 93.45% of the total voting power of the company's issued and outstanding shares, as stated in the proposal letter. Yue (Justin) Tang, the company's Chairman and Chief Executive Officer, is affiliated with Mangrove. The filing states that Mr. Tang "will recuse himself from participating in any Board deliberations or decisions relating to the proposal." The Board indicated it intends to form a special committee consisting of independent directors to consider the proposal, and that the special committee is expected to retain independent financial and legal advisors.

The filing cautions shareholders and others considering trading in the company's securities that no decision has been made regarding the proposal. The filing explicitly states: "There can be no assurance that any definitive offer will be made, that any definitive agreement will be executed relating to the proposed transaction, or that this or any other transaction will be approved or consummated." The report was signed by Chief Financial Officer Frank Fuya Zheng. The filing also notes that statements regarding the proposed transaction contain forward-looking statements subject to the company's cautionary language under the U.S. Private Securities Litigation Reform Act of 1995.

What Was Disclosed

X Financial disclosed receipt of a preliminary non-binding go-private proposal from Mangrove Coast Investment Limited at US$6.03 per ADS. Mangrove holds approximately 93.45% of voting power, and the CEO affiliated with Mangrove will recuse himself. No definitive agreement or decision has been reached.