Guangzhou Tinci Materials Technology Co.Ltd(002709) Guangzhou Tinci Materials Technology Co.Ltd(002709) ）
Securities code: Guangzhou Tinci Materials Technology Co.Ltd(002709) securities abbreviation: Guangzhou Tinci Materials Technology Co.Ltd(002709) Announcement No.: 2022033 Guangzhou Tinci Materials Technology Co.Ltd(002709)
Announcement on the company's application to China Merchants Bank Co.Ltd(600036) for M & a loan
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.
Guangzhou Tinci Materials Technology Co.Ltd(002709) (hereinafter referred to as "the company") held the 27th meeting of the 5th board of directors on March 18, 2022, deliberated and adopted the proposal on the company's application for M & a loan from China Merchants Bank Co.Ltd(600036) China Merchants Bank Co.Ltd(600036) . The specific contents are hereby announced as follows:
1、 In 2021, the company can apply for financing from relevant financial institutions and provide guarantee to subsidiaries Guangzhou Tinci Materials Technology Co.Ltd(002709) (hereinafter referred to as "the company") held the 17th meeting of the Fifth Board of directors and the second extraordinary general meeting of shareholders in 2021 on August 20, 2021 and September 13, 2021 respectively, and deliberated and adopted the proposal on increasing the amount of financing from relevant financial institutions in 2021 The proposal on increasing the total credit line of subsidiaries exceeding RMB 7 billion in the consolidated financial statements in 2021 does not agree to be included in the consolidated financial statements, It is agreed that the amount of guarantee provided by the company for subsidiaries included in the consolidated statements of the company shall not exceed RMB 4.8 billion (including the total guarantee amount for subsidiaries with asset liability ratio of less than or equal to 70% shall not exceed RMB 4 billion, and the total guarantee amount for subsidiaries with asset liability ratio of more than 70% shall not exceed RMB 800 million. The financial department can make appropriate adjustments according to the capital needs of each company and the characteristics of each bank business). For details, please refer to securities times, China Securities News, Shanghai Securities News, securities daily and cninfo.com on August 24, 2021 and September 14, 2021（ http://www.cn.info.com.cn. ）Relevant announcements.
2、 Basic situation of M & A loans
At the 22nd Meeting of the 5th board of directors held on December 10, 2021, the company deliberated and approved the proposal on purchasing assets and related party transactions from related parties, and agreed to purchase Zhejiang Tianshuo fluorosilicone New Material Technology Co., Ltd. held by Jiangsu Zhongrun Fluorine Chemical Technology Co., Ltd. (hereinafter referred to as "Jiangsu Zhongrun")
Guangzhou Tinci Materials Technology Co.Ltd(002709) Guangzhou Tinci Materials Technology Co.Ltd(002709) ）
The company (hereinafter referred to as "Zhejiang Tianshuo") has 237037% equity, and the transaction consideration is RMB 1804752 million. According to the company's current operating conditions and fund use arrangements, the company held the 27th meeting of the Fifth Board of directors on March 18, 2022, deliberated and approved the proposal on the company's application for M & a loan from China Merchants Bank Co.Ltd(600036) Guangzhou Branch, and agreed that the company would apply for M & a loan with an amount of no more than RMB 100 million from China Merchants Bank Co.Ltd(600036) Guangzhou Branch, with a loan term of no more than 5 years, It is used to replace the company's purchase of Zhejiang Tianshuo equity held by Jiangsu Zhongrun, and the guarantee method is credit guarantee. Authorize the legal representative of the company to sign the legal contracts and documents related to the above M & A loans, and authorize the Finance Department of the company to go through the procedures related to M & A loans.
Up to now, the company and its subsidiaries included in the scope of consolidated statements have applied for a total comprehensive credit line of 2.787 billion yuan from financial institutions (including the line considered by the board of directors this time). The M & a loan line reviewed by the board of directors occupies the company's credit line in 2021, which is within the scope of authorization of the 2020 shareholders' meeting and does not need to be submitted to the shareholders' meeting for voting.
This event does not constitute a related party transaction or a major asset reorganization stipulated in the administrative measures for major asset reorganization of listed companies.
3、 Impact on the company
The company's application for M & a loan is based on the needs of the company's actual operation, in line with the company's structured financing arrangements, and can better support the development of the company's business activities. At present, the company is in good operating condition and has good solvency. The application for M & a loan will not bring significant financial risks to the company and will not damage the interests of the company and all shareholders.
Documents for future reference:
Resolution of the 27th meeting of Guangzhou Tinci Materials Technology Co.Ltd(002709) the 5th board of directors
It is hereby announced.
Guangzhou Tinci Materials Technology Co.Ltd(002709) board of directors March 22, 2022
