Securities code: Aoyuan Beauty Valley Technology Co.Ltd(000615) securities abbreviation: Aoyuan Beauty Valley Technology Co.Ltd(000615) Announcement No.: 2022013 Aoyuan Beauty Valley Technology Co.Ltd(000615)
Announcement on the progress of external related party guarantee and possible guarantee liability
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 related party guarantees provided by the company
Aoyuan Beauty Valley Technology Co.Ltd(000615) (hereinafter referred to as “the company”) held the 37th meeting of the 9th board of directors on April 28, 2020, the 2019 annual general meeting of shareholders on May 21, 2020, the 14th meeting of the 10th board of directors on April 27, 2021 and the 2020 annual general meeting of shareholders on May 19, 2021, The proposal on providing guarantee for subordinate holding subsidiaries and providing mutual insurance amount between holding subsidiaries was deliberated and adopted. Within the scope authorized by the general meeting of shareholders, the company provides joint and several liability guarantee for the targeted financing plan and other products issued by Jinghan Real Estate Group Co., Ltd. (hereinafter referred to as “Jinghan real estate”).
The company held the 17th meeting of the 10th board of directors on July 27, 2021 and the third extraordinary general meeting of shareholders in 2021 on August 27, 2021, which deliberated and approved the proposals related to the company’s major asset restructuring. The company transferred 100% equity of Jinghan real estate, 100% equity of Beijing Yangjia Health Management Co., Ltd. and 35% equity of Penglai Hualu Jinghan Elderly Care Service Co., Ltd, It is purchased by the related party Shenzhen Kaixian Investment Co., Ltd. (hereinafter referred to as “Kaixian investment”) in cash (hereinafter referred to as “major asset restructuring”). After the completion of major asset restructuring, the guarantee provided by the company for the debt of Jinghan real estate’s directional financing plan passively forms a related guarantee. For details of the above guarantees, please refer to the company’s information on securities times, China Securities Journal, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) on July 28, 2021 and August 28, 2021 (collectively referred to as the “designated information disclosure media”) published the relevant contents in the announcement on the sale of the equity of the target company and related party transactions by public listing and transfer in Beijing property rights trading center (Announcement No.: 2021079) and the announcement on the formation of related party guarantees after the sale of major assets (Announcement No.: 2021080). As for the guarantee provided by the above company for the debt of Jinghan real estate directional financing plan, Kaixian investment pays the corresponding guarantee fee to the company, and Aoyuan group (Guangdong) Co., Ltd. (hereinafter referred to as “Aoyuan Guangdong”), the sole shareholder of Kaixian investment, provides the corresponding counter guarantee to the company.
As of March 6, 2022, the guarantee balance of the company’s guarantee for the debt of Jinghan real estate’s directional financing plan was 301 Willfar Information Technology Co.Ltd(688100) yuan.
2、 Possible guarantee liability
When the financing plan is due, the products of Jinghan real estate will be paid by installments to the issuer. Jinghan real estate began to have overdue payment on December 4, 2021. The company has disclosed the suggestive announcement on possible guarantee liability (Announcement No.: 2021120, 2021126, 2022001, 2022003) and the announcement on progress of external related party guarantee and possible guarantee liability (Announcement No.: 2022007, 2022011) in the designated information disclosure media. As Jinghan real estate is still gradually cashing the principal of the targeted financing plan products, the specific amount of the company’s guarantee liability cannot be determined.
Due to the expiration of new directional financing plan products on February 12 and February 13, 2022, and Jinghan real estate fails to pay the total principal of RMB 1.29 million within 15 trading days after the expiration, according to article 6.1.11 of the stock listing rules of Shenzhen Stock Exchange (revised in 2022), the non performance of Jinghan real estate is disclosed as follows:
As of February 13, 2022, the total amount of outstanding principal of Jinghan real estate was 157.13 million yuan. The specific conditions of overdue cashed products are as follows:
Unit: 10000 yuan
Due repayment time of the debtor / issuer under the contract guarantee due date the issuer fails to pay the principal amount when due
1. Targeted financing of Jinghan real estate in 20202021 / 12 / 9 2023 / 12 / 9 24
Capital plan phase II
2. Targeted financing of Jinghan real estate in 20202021 / 12 / 3-2022 / 2 / 122023 / 12 / 3-2024 / 2 / 122934
Capital plan phase III
3. Targeted financing of Jinghan real estate in 20202021 / 12 / 3-2022 / 1 / 282023 / 12 / 3-2024 / 1 / 281722.5
Capital plan phase IV
4 Jinghan real estate 2020 directional financing 2021 / 12 / 242022 / 2 / 4 2023 / 12 / 242024 / 2 / 4 364
Capital plan phase V
5. Directional financing of Jinghan real estate in 20202021 / 12 / 102022 / 1 / 282023 / 12 / 102024 / 1 / 28 561
Capital plan phase VI
6. Directional financing of Jinghan real estate in 20212021 / 12 / 172021 / 12 / 242023 / 12 / 172023 / 12 / 24 48
Capital plan phase I
7. Directional financing of Jinghan real estate in 20212021 / 12 / 112022 / 2 / 132023 / 12 / 112024 / 2 / 13100595
Capital plan phase III
Total — 15713
At present, according to the court litigation documents received, the amount of the company’s lawsuit against the debt guarantee of Jinghan real estate directional financing plan is 386482 million yuan, and the litigation has not yet been heard.
3、 Impact of performance of guarantee liability on the company
If the final judicial procedure determines that the company will perform the guarantee liability for the overdue debts of Jinghan real estate directional financing plan, it will have an adverse impact on the company’s operating performance this year. The company will take positive measures to require Aoyuan Guangdong to earnestly fulfill its counter guarantee commitment, safeguard the interests of the company and all shareholders, and recover compensation when necessary, including through negotiation and judicial channels.
4、 Risk tips and instructions
1. If the issuer Jinghan real estate fails to fulfill its due payment obligations for individual directional financing products as agreed, the company will bear the risk of guarantee liability.
2. If the manager of some directional financing products announces the early maturity of other financing products due to the issuer Jinghan real estate’s failure to fulfill the due payment of individual products (i.e. debt default), the manager and other financial institutions may require the company to bear the guarantee liability, and the company will bear the risk of guarantee liability.
3. If the company finally bears the guarantee liability for this, the non operational occupation of the company’s funds by the controlling shareholder will be formed because the related parties of the controlling shareholder bear the guarantee liability, and the company may touch the situations specified in articles 9.8.1 and 9.8.2 of the stock listing rules of Shenzhen Stock Exchange (Revised in 2022). 4. The company solemnly reminds investors that relevant company information can be found on the website of Shenzhen Stock Exchange (www.szse. CN) And the information disclosure media designated by the company, such as securities times, China Securities News, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN.) The relevant announcement published on the shall prevail.
5. The company will pay timely attention to the progress of guarantee matters and fulfill the obligation of information disclosure.
Please make rational decisions and pay attention to investment risks.
It is hereby announced.
Aoyuan Beauty Valley Technology Co.Ltd(000615) board of directors
March 7, 2002
