Securities code: Bohai Leasing Co.Ltd(000415) securities abbreviation: Bohai Leasing Co.Ltd(000415) Announcement No.: 2022012 Bohai Leasing Co.Ltd(000415)
About avolon Holdings Limited, a holding subsidiary
Progress announcement of external guarantee
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 Bohai Leasing Co.Ltd(000415) (hereinafter referred to as “the company” or ” Bohai Leasing Co.Ltd(000415) “) held the 7th Meeting of the 9th board of directors and the 2020 annual general meeting of shareholders on April 28 and May 20, 2021 respectively, and deliberated and adopted the proposal on the prediction of the guarantee limit of the company and its subsidiaries in 2021. See the company’s proposal on April 30, 2021 On May 21, in the securities times, Shanghai Securities News and cninfo（ http://www.cn.info.com.cn. ）Announcement No. 2021022, 2021026 and 2021035 disclosed on the. According to the above deliberation and authorization, in 2021, avolon Holdings Limited (hereinafter referred to as “avolon”) and its subsidiaries guaranteed a total amount of no more than US $7 billion or equivalent foreign currency to avolon’s wholly-owned or controlled subsidiaries or its SPV, and the authorization period was up to the date of the company’s 2021 annual general meeting.
1、 Overview of guarantee
Due to the needs of business development, in March 2019, avolon Aerospace fund 5 (Luxembourg) s. à R.L (hereinafter referred to as “avolon fund 5”), a wholly-owned subsidiary of avolon, a holding subsidiary of the company, and the lead arrangers Natixis, London blanch (hereinafter referred to as “Natixis”), sumitomomitsui trust bank, Limited (London Branch) (hereinafter referred to as “Sumitomo Mitsui”) and relevant financial institutions signed term facility agreement. Avolon fund 5, as the borrower, applied for a total of US $500 million unsecured loan from Natixis, Sumitomo Mitsui and relevant financial institutions, with a loan term of 36 months. In order to support the smooth development of avolon financing 5’s above US $500 million financing business, avolon and its subsidiaries avolon Aerospace learning limited, citaviation finance III Ltd, CIT Group Finance (Ireland), citaerospacellc, CIT aerospace international Hong Kong Aviation Capital Limited and parkaerospace Holdings Limited (hereinafter referred to as “avolon’s subsidiaries”) as guarantors provide joint and several liability guarantee for the above financing. For details, the company published in the securities times, Shanghai Securities News and cninfo on March 21, 2019（ http://www.cn.info.com.cn. ）Announcement No. 2019018 disclosed on.
Recently, avolon fund 5 signed the instrument, rest and transition with the lead arranger Natixis, Sumitomo Mitsui and relevant financial institutions. The relevant financial institutions provided avolon fund 5 with a US $252.5 million unsecured loan credit line, with a credit term extended for three years and an effective date of March 15, 2022. In order to support the above business, avolon and its subsidiaries continue to provide joint and several liability guarantee for the above US $252.5 million unsecured loan.
As of the date of this announcement, avolon and its subsidiaries have used about US $33558606 million in 2021 guarantee authorization for avolon’s wholly-owned or holding subsidiaries or its SPV (excluding this guarantee). The guarantee amount provided by avolon and its subsidiaries for avolon fund 5 this time is included in the total guarantee amount of avolon and its subsidiaries to avolon’s wholly-owned or holding subsidiaries or their SPV in 2021, which does not exceed US $7 billion or equivalent foreign currency. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange, this matter does not need to be submitted to the board of directors and the general meeting of shareholders for deliberation.
2、 Basic information of the guaranteed
1. Name of the guaranteed: avolon Aerospace fund 5 (Luxembourg) s. à R.L;
2. Date of establishment: January 9, 2019;
3. Registered address: 2, rue Hildegard von Bingen, l-1282 Luxemburg, Grand Duchy of Luxemburg;
4. Issued share capital: USD 20000;
5. Business scope: financing business related to aircraft leasing;
6. Enterprise type: limited liability company;
7. Share capital structure: avolon investments s. à R.L. holds 100%;
8. Financial data: as of December 31, 2020, avolon had total assets of 190612 billion yuan, total liabilities of 143066 billion yuan, total owner’s equity of 47.546 billion yuan, operating revenue of 21.984 billion yuan, total profit of – 3.546 billion yuan The net profit is RMB -2.854 billion (the above data is the unaudited data prepared by avolon in accordance with the Chinese accounting standards for business enterprises).
Note: avolon fund 5 is a special purpose entity separately established by avolon for financing, and its repayment ability is determined by avolon’s business operation ability.
3、 Main terms of guarantee
1. Guarantee method: avolon and its subsidiaries provide joint and several liability guarantee;
2. Term of guarantee: from the date of completion of the above loan;
3. Guarantee amount: US $252.5 million;
4. This guarantee approval procedure and relevant authorization: the guarantee amount provided by avolon and its subsidiaries for avolon fund 5 is included in the total guarantee amount of avolon and its subsidiaries to avolon’s wholly-owned or holding subsidiaries or their SPV in 2021, which does not exceed US $7 billion or equivalent foreign currency. According to the relevant provisions of the Listing Rules of Shenzhen Stock Exchange, this matter does not need to be submitted to the board of directors and the general meeting of shareholders for deliberation.
4、 Opinions of the board of directors
Avolon and its subsidiaries provide the above joint and several liability guarantee for avolon fund 5, which supports avolon to carry out leasing business. Avolon fund 5 is a wholly-owned subsidiary of avolon. This guarantee will help enhance avolon’s capital strength, improve its capital use efficiency, reduce financing costs, promote avolon’s business expansion and control the guarantee risk, In line with the overall interests of the company, this guarantee does not provide counter guarantee.
5、 Accumulated external guarantees and overdue guarantees
As of the 12 months before the date of this announcement, the company’s accumulated guarantee amount was 24315497800 yuan, of which the company’s guarantee amount to Tianjin Bohai Sea was 2304402900 yuan, the company and Tianjin Bohai Sea’s guarantee amount to Hong Kong Bohai Sea was 3 million US dollars (1:6.3760, equivalent to RMB 1912800 yuan), Tianjin Bohai Sea’s guarantee amount to the company was 595 million yuan Avolon’s guarantee amount to its wholly-owned or holding SPV or its subsidiaries is about 33558606 million US dollars (1:6.3760, equivalent to 213969669 million yuan).
After the occurrence of this guarantee, the accumulated guarantee amount of the company in the 12 months before the announcement date was 25925437800 yuan, accounting for about 10.36% of the total audited assets of the company in 2020, of which the guarantee amount of the company to Tianjin Bohai Sea was 2304402900 yuan, The company and Tianjin Bohai Sea guarantee us $3 million to Hong Kong Bohai Sea (1:6.3760, equivalent to RMB 1912800), Tianjin Bohai Sea guarantee us $595 million to the company, and avolon guarantee us $3608360600 to its wholly-owned or holding SPV or its subsidiaries (1:6.3760, equivalent to RMB 2 Shandong Shuangyi Technology Co.Ltd(300690) 600).
The company does not have any guarantee that should bear losses due to the judgment of losing the guarantee.
It is hereby announced.
Bohai Leasing Co.Ltd(000415) board of directors March 15, 2022
