Securities code: 000333 securities abbreviation: Midea Group Co.Ltd(000333) Announcement No.: 2022-006 Midea Group Co.Ltd(000333)
Announcement on providing guarantee for wholly-owned subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Midea Group Co.Ltd(000333) (hereinafter referred to as “the company” and “the company”) held the fifth meeting of the Fourth Board of directors on February 22, 2022, deliberated and adopted the proposal on providing guarantee for wholly-owned subsidiaries. The specific situation is hereby announced as follows:
1、 Overview of guarantee
(I) basic information of guarantee
The company plans to fully acquire and privatize the equity of KUKA aktiengesellschaf (t hereinafter referred to as “KUKA”), a company listed on the Frankfurt Stock Exchange of Germany, which is controlled by the company, through its wholly-owned subsidiary Guangdong Midea Electric Co., Ltd. (hereinafter referred to as “Midea”). In order to ensure the payment of acquisition funds, Midea Electric Trading (Singapore) Co. PTE. Ltd. (hereinafter referred to as “Midea Singapore”), a wholly-owned subsidiary of the company, will provide Midea electric with a guarantee of no more than 400 million euros.
(II) review procedures for the performance of this guarantee
On February 22, 2022, the company held the fifth meeting of the Fourth Board of directors, deliberated and approved the proposal on providing guarantee for wholly-owned subsidiaries, and agreed that Midea Singapore would provide joint and several liability guarantee to Midea electric, with the guarantee amount not exceeding 400 million euros.
According to the provisions of relevant laws and regulations such as the Listing Rules of Shenzhen Stock Exchange, normative documents and the company’s systems such as the articles of association, this guarantee shall also be submitted to the general meeting of shareholders for approval.
2、 Basic information of the guaranteed
1. Company Name: Guangdong Midea Electric Co., Ltd;
2. Date of establishment: March 3, 2017;
3. Address: Zone B, floor 3, building B1, No. 3, liaoxin Road, Beijiao Town, Shunde District, Foshan City, Guangdong Province;
4. Legal representative: Gu Yanmin;
5. Registered capital: 100 million yuan;
6. Business scope: general items: general equipment manufacturing (excluding special equipment manufacturing); Manufacturing of mechanical and electrical equipment; Manufacturing of electronic components and electromechanical components; Intelligent instrument manufacturing; Manufacturing of machine tool functional parts and accessories; Sales of machine tool functional parts and accessories; Manufacturing of special electronic equipment; Repair of special equipment; Special equipment manufacturing (excluding licensed professional equipment manufacturing); Machining of mechanical parts and components; Sales of mechanical parts and components; General parts manufacturing; Manufacturing of bearings, gears and transmission parts; Sales of bearings, gears and transmission parts; Loading, unloading and handling; Industrial Siasun Robot&Automation Co.Ltd(300024) manufacturing; Industrial Siasun Robot&Automation Co.Ltd(300024) sales; AI hardware sales; Industrial Siasun Robot&Automation Co.Ltd(300024) installation and maintenance; Wholesale of electronic components; Information technology consulting services; Material handling equipment manufacturing; Material handling equipment sales; Information system integration service; Software development; Development of artificial intelligence application software; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Information consulting services (excluding licensed information consulting services); Business training (excluding education training, vocational skill training and other training requiring permission); Marketing planning; Financial consultation; Engaging in investment activities with its own funds; Research and development of intelligent Siasun Robot&Automation Co.Ltd(300024) ; Intelligent Siasun Robot&Automation Co.Ltd(300024) sales; Internet of things application services; Internet of things technology services; Research and development of Internet of things technology; Industrial Internet data service; Service consumption Siasun Robot&Automation Co.Ltd(300024) manufacturing; Consumption service Siasun Robot&Automation Co.Ltd(300024) ; Sales of intelligent power transmission and distribution and control equipment; Industrial design services; Sales of industrial automatic control system devices; Manufacturing of industrial automatic control system devices; Industrial control computer and system sales; Application system integration services in artificial intelligence industry; Sales of pneumatic power machinery and components; Manufacturing of liquid air tight components and systems; Sales of liquid air tight components and systems; Pneumatic power machinery and component manufacturing; 5g communication technology service; Supply chain management services; Enterprise management consulting. (except for the projects that must be approved according to law, the business activities shall be carried out independently according to law with the business license) licensed projects: Road cargo transportation (excluding dangerous goods); Import and export of goods; Technology import and export; Part time insurance agency business. (for projects that must be approved according to law, business activities can be carried out only with the approval of relevant departments. The specific business projects shall be subject to the approval documents or licenses of relevant departments).
7. Equity structure: Midea Electric is a wholly-owned subsidiary of the company, and the company holds 100% of its equity.
8. Midea Electric’s main financial indicators year after year
Unit: Yuan
September 30, 2021 December 31, 2020
Total assets 5330309017 52913006586
Total liabilities 51400368471 51277006275
Owner’s equity 1902729546 163600311
January September 2021 January December 2020
Operating income 18585315729 20677729247
Total profit – 17165162 – 1425400356
Net profit – 154475126 – 1187987147
9. Upon inquiry, Midea electric does not belong to the dishonest executee.
3、 Main contents of this guarantee
1. Guarantee scope: any capital payment related to Midea’s acquisition;
2. Guarantee method: joint and several guarantee liability;
3. Guarantee amount: no more than 400 million euros
4. Guarantee period: until the date when the acquisition is fully performed. 4、 Opinions of the board of directors
Midea Singapore provides Midea electric with joint and several liability guarantee of no more than 400 million euros, which is conducive to promoting this privatization. The guaranteed party is a wholly-owned subsidiary of the company, and the financial risk is within the company’s control. 5、 Accumulated external guarantees and overdue guarantees
As of December 31, 2021, the balance of guarantees provided by the company to its subsidiaries is 44616060000 yuan, accounting for 37.97% of the net assets attributable to the parent company as of December 31, 2020. In addition, the company and its subsidiaries have no other external guarantees or overdue guarantees.
It is hereby announced.
Midea Group Co.Ltd(000333) board of directors February 23, 2022
