Securities code: 000868 securities abbreviation: Anhui Ankai Automobile Co.Ltd(000868) Announcement No.: 2022-003 Anhui Ankai Automobile Co.Ltd(000868)
Announcement on confirming the repayment of creditor’s rights to the bankruptcy administrators of 43 companies such as Guogou Investment Co., Ltd
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.
On January 11, 2022, Anhui Ankai Automobile Co.Ltd(000868) (hereinafter referred to as “the company”) held the 12th meeting of the 8th board of directors. The meeting considered and adopted the proposal on confirming the repayment of creditor’s rights from the bankruptcy administrators of 43 companies such as Guogou Investment Co., Ltd. with 11 votes in favor, 0 against and 0 abstention, And submit the proposal to the first extraordinary general meeting of shareholders of the company in 2022 for voting. The specific matters are hereby announced as follows: I. overview of the situation
In 2017, the company and Guogou Industrial Holdings Co., Ltd. (hereinafter referred to as “Guogou Holdings”) reached the conditional effective non-public development bank share subscription agreement, supplementary agreement (I) and supplementary agreement (II) on the non-public offering of shares, and agreed that Guogou holdings would subscribe for non-public offering shares in cash of RMB 340980000. After receiving the reply on approving Anhui Ankai Automobile Co.Ltd(000868) non-public Development Bank shares from China Securities Regulatory Commission, Guogou holdings did not pay to the sponsor (lead underwriter), which constituted a serious breach of contract, According to Article 8 of the conditional non-public development bank share subscription agreement, “if Guogou holdings fails to perform its subscription obligations in accordance with the agreement, it shall pay liquidated damages of 20% of its subscription amount to the company”.
Based on the above breach facts, the company filed a lawsuit to Hefei intermediate people’s Court on the ground of contract breach in August 2019. For details, see the announcement on litigation matters No. 2019-083 disclosed by the company on August 21, 2019. On September 19, 2019, Hefei intermediate people’s court accepted the reorganization application of Guogou holdings. On October 28, 2019, Hefei intermediate people’s court designated the manager of Guogou holdings. After the manager took over, the case continued to be heard. The Hefei intermediate people’s court made a judgment of first instance and ordered Guogou holdings to pay liquidated damages to the company
68196000 yuan. The other party appealed against the judgment of first instance to Anhui Provincial High Court, which upheld the judgment of first instance on April 22, 2020. After two creditor meetings, the draft bankruptcy reorganization plan of Guogou was adopted on December 30, 2021 and recognized by Hefei intermediate people’s court.
2、 Main contents of liquidation plan of reorganization plan
The principal part corresponding to the company’s creditor’s rights shall be paid off in monetary funds at the proportion of 5%, and the remaining 95% of the principal part and the interest and liquidated damages owed by the debtor before the base date shall be retained for 10 years and paid off in installments.
3、 Impact on Listed Companies
The court has ruled to approve the reorganization plans of 43 companies including Guogou Investment Co., Ltd. and has entered the implementation period of the reorganization plan. If the reorganization plan can be successfully implemented, it will help to improve the company’s cash flow and have a positive impact on the operating performance. If the reorganization plan cannot be implemented in the end, 43 companies such as Guogou Investment Co., Ltd. will be declared bankrupt and enter the bankruptcy liquidation procedure.
4、 Opinions of independent directors
This matter was approved by the independent directors in advance before the deliberation of the board of directors. The independent directors expressed the following independent opinions on the proposal on confirming the repayment of creditor’s rights to the bankruptcy administrator of 43 companies such as Guogou Investment Co., Ltd. deliberated at the 12th meeting of the eighth board of directors: the selection of the repayment scheme of this reorganization plan is in line with the fundamental interests of the company, It is conducive to improving the company’s cash flow and has a positive impact on operating performance. The voting procedures are legal and effective, and comply with the provisions of relevant laws, regulations and the articles of association. No damage to the interests of the company and shareholders has been found, and the decision-making procedures comply with the provisions of relevant laws and regulations. We agree to the matter. 5、 Documents for future reference
1. Anhui Ankai Automobile Co.Ltd(000868) resolutions of the 12th meeting of the 8th board of directors;
2. Relevant independent opinions of independent directors;
It is hereby announced
Anhui Ankai Automobile Co.Ltd(000868) board of directors January 12, 2022
