E-Commodities streamlines payments, strengthens alliances with new agreements

E-Commodities Holdings Limited has entered into a Settlement Agreement and a Payment Agreement, both dated December 3, 2025. These agreements, involving E-Commodities subsidiaries, the Owner (a subsidiary of Bridge Mining), and the Buyer (a subsidiary of Xianghui Energy), establish direct payment mechanisms for mining service fees and coal transportation fees.

Under the Settlement Agreement, the Buyer will remit a portion of payments from Coal Sales Agreements directly to the Contractor (Five Hills Terra LLC, a company subsidiary) as a set-off against mining service fees. Similarly, the Payment Agreement stipulates direct payment of transportation fees from the Buyer to the Carrier (Eco Global Logistics LLC, a company subsidiary).

Both agreements are classified as continuing connected transactions under Chapter 14A of the Listing Rules due to the Buyer's connected person status through Xiangyu Joint Stock's 51% ownership of Xianghui Energy. The board and independent non-executive directors have approved these transactions, deeming them fair, reasonable, and in the company's best interests. They are subject to reporting, announcement, and annual review requirements.

The maximum amount expected to be paid by the Buyer directly to the Contractor under the Settlement Agreement is HK$35m for the period ending December 31, 2025, and HK$650m for the year ending December 31, 2026. For the Payment Agreement, the Buyer is expected to pay up to HK$4m for the period ending December 31, 2025, and HK$265m for the year ending December 31, 2026. These caps are based on service fees, pricing policies, and estimated service volumes.