Securities code: Leo Group Co.Ltd(002131) securities abbreviation: Leo Group Co.Ltd(002131) Announcement No.: 2022013
Announcement on the guarantee provided by the company 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.
1、 Overview of guarantee
The seventh meeting of the sixth board of directors of Leo Group Co.Ltd(002131) (hereinafter referred to as “the company”) held on January 5, 2022 and the first extraordinary general meeting of the company in 2022 held on January 21, 2022 considered and approved the proposal on the credit scale and guarantee line in 2022, It is agreed that the guarantee provided by the company and its subsidiaries for the wholly-owned subsidiaries included in the consolidated statements shall not exceed RMB 7.697 billion. For details, please refer to the announcement on the guarantee amount in 2022 (Announcement No.: 2022002) disclosed by the company on Shanghai Securities News, securities times, China Securities News, securities daily and cninfo.com on January 6, 2022.
Recently, the company and China Merchants Bank Co.Ltd(600036) Shanghai Branch (hereinafter referred to as China Merchants Bank Co.Ltd(600036) Shanghai Branch) signed the maximum irrevocable guarantee. Whereas China Merchants Bank Co.Ltd(600036) Shanghai Branch signed the credit agreement with the wholly-owned subsidiary Shanghai Jusheng Wanhe Advertising Co., Ltd. (hereinafter referred to as “Jusheng Wanhe”), the company shall bear joint and several guarantee liability for all debts owed by Jusheng Wanhe under the credit agreement, and the maximum principal limit of the above guarantee is RMB 50 million.
2、 Basic information of the guaranteed
Company name: Shanghai Jusheng Wanhe Advertising Co., Ltd
Date of establishment: December 17, 2009
Registered capital: 170.5 million yuan
Legal representative: Zheng Xiaodong
Registered address: room 1307, floor 13, No. 2900, Zhongshan North Road, Putuo District, Shanghai
Business scope: general items: advertising design and agency; Advertising (non radio, television
Leo Group Co.Ltd(002131) newspaper publishing unit); Advertising production; Marketing planning; Organize cultural and artistic exchange activities; Corporate image planning; Conference and exhibition services; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Camera and video production services; Software development; Information system integration service; Artificial intelligence public data platform. (except for the projects that must be approved according to law, they can independently carry out business activities according to law with the business license) in 2020, Jusheng Wanhe achieved an operating revenue of 3572452 million yuan and a net profit of 171385 million yuan. As of December 31, 2020, the total assets of Jusheng Wanhe were 2529432 million yuan and the net assets were 2609251 million yuan.
In the first three quarters of 2021, Jusheng Wanhe realized an operating revenue of 35136051 million yuan and a net profit of 258055 million yuan. As of September 30, 2021, the total assets of jushengwanhe were 2636554800 yuan and the net assets were 286736900 yuan.
3、 Main contents of guarantee contract
Guarantor: Leo Group Co.Ltd(002131)
Lender (creditor): China Merchants Bank Co.Ltd(600036) Shanghai Branch
Credit applicant: Shanghai Jusheng Wanhe Advertising Co., Ltd
1. Guarantee scope
The scope of guarantee provided by the guarantor is the sum of the principal balance of the loan and other credits provided by the lender to the credit applicant within the credit line in accordance with the credit agreement (the maximum limit is RMB 50 million), as well as relevant interest, default interest, compound interest, liquidated damages, liquidated damages for delay in performance, factoring expenses, expenses for realizing the security right and creditor’s rights and other relevant expenses.
2. Guarantee mode
The guarantor confirms to be jointly and severally liable economically and legally for all debts of the credit applicant within the scope of guarantee. If the credit applicant fails to pay off the principal, interest and related expenses of various loans, advances and other credit debts owed to the Credit Lender in time as agreed in the credit agreement and / or each specific business text, or any other event of default specified in the credit agreement and / or each specific business text occurs, the Credit Lender has the right to directly recover from the guarantor, Without recourse or litigation from the credit applicant in advance.
3. Warranty period
The guarantee liability period of the guarantor is from the effective date of the guarantee to the maturity date of each loan or other financing under the credit agreement or the creditor’s rights of accounts receivable assigned by the credit grantor or the advance date of each advance plus three years. In case of extension of any specific credit, the guarantee period shall be extended to another three years after the expiration of the extension period.
Leo Group Co.Ltd(002131)
4、 Opinions of the board of directors
This guarantee is mainly to meet the needs of the company’s wholly-owned subsidiary’s own business development, conducive to business development and in line with the overall interests of listed companies. The guarantee object is a wholly-owned subsidiary of the company, so the guarantee risk is small and controllable, and will not damage the interests of listed companies.
5、 Accumulated external guarantees and overdue guarantees
As of the disclosure date of this announcement, the actual guarantee balance of the company and its holding subsidiaries was 1734916700 yuan, which were all guarantees of the company to wholly-owned subsidiaries, accounting for 13.37% of the company’s latest audited net assets (consolidated statements in 2020).
As of the disclosure date of this announcement, the company and its holding subsidiaries have not had overdue guarantees, guarantees involving litigation and losses due to the judgment of losing the guarantee.
6、 Documents for future reference
1. Maximum irrevocable guarantee
It is hereby announced.
Leo Group Co.Ltd(002131) board of directors March 3, 2022
