Securities code: 000835 securities abbreviation: * ST Changdong Announcement No.: 2022-003 Great Wall International Acg Co.Ltd(000835)
Announcement on the progress and risk warning of the company’s application to the court for pre reorganization
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.
According to the application of Great Wall International Acg Co.Ltd(000835) (hereinafter referred to as “Great Wall animation” or “the company”), Xiamen intermediate people’s Court of Fujian Province (hereinafter referred to as “Xiamen intermediate people’s court”) made (2021) min 02 Po Yu No. 2 notice on August 12, 2021 and decided to register the pre reorganization of the company. On October 13, 2021, Xiamen intermediate people’s court made the decision (2021) min 02 Po Yu No. 2-1, appointing Beijing Jingshi law firm as the temporary manager of the company in the pre reorganization stage (hereinafter referred to as the “temporary manager”). After the court appointed the temporary manager, the company and the temporary manager actively coordinated with all parties and tried their best to promote the pre reorganization of the company. For details, see the relevant announcements disclosed by the company in the early stage. The company now announces the progress of pre reorganization and gives risk tips as follows:
1、 Overview of the progress of the company’s application to the court for pre reorganization
On December 1, 2021, the company and the temporary manager announced the notice on convening the second creditors\’ meeting and investors\’ group meeting of Great Wall animation in the pre reorganization stage (Lin Guan FA Zi No. 013), informing all creditors and investors of the company that they planned to convene the second creditors\’ meeting in the pre reorganization stage on December 17, 2021, Pre voting on the Great Wall International Acg Co.Ltd(000835) draft reorganization plan (hereinafter referred to as the “draft reorganization plan”).
On December 14, 2021, in view of the fact that some creditors were unable to complete the internal decision-making procedures within the original voting period, in order to fully protect the rights of creditors to participate in the voting, the temporary manager decided to postpone the second creditors’ meeting and investors’ group meeting in the pre reorganization stage to December 22, 2021 after studying with the company, It also announced the notice on postponing the convening of the second creditor meeting and investor group meeting in the pre reorganization stage of Great Wall animation (Lin Guan FA Zi No. 018).
On December 22, 2021, the company held the second creditors’ meeting in the pre reorganization stage. Because some creditors were unable to complete the internal examination and approval procedures within the original pre voting period, and submitted a written application to the temporary manager to extend the pre voting, in order to fully respect and protect the rights and interests of creditors and ensure the fairness and stability of the pre voting results, The meeting decided to postpone the pre voting to 20:30 on December 29, 2021, and announced the notice on the postponement of the pre voting of the second creditors’ meeting in the pre reorganization stage of Great Wall animation (Lin Guan FA Zi No. 022).
On December 29, 2021, because some creditors were still unable to vote on the draft reorganization plan within the above-mentioned period and submitted a written application to the interim manager for extension of the pre voting, Great Wall animation communicated and negotiated with the interim manager and some creditors in order to fully respect and protect the rights and interests of creditors and ensure the fairness and stability of the pre voting results, The second creditors’ meeting at the pre reorganization stage of Great Wall animation decided to postpone it to 17:00 on December 31, 2021.
On December 30, 2021, the company held the seventh extraordinary general meeting of shareholders and investor group meeting in 2021. The participating investors reviewed and approved the investor equity adjustment plan of Great Wall International Acg Co.Ltd(000835) reorganization plan draft.
According to the notice on the extension of the pre voting of the second creditors’ meeting in the pre reorganization stage of Great Wall animation (Lin Guan FA Zi No. 024), the pre voting period of the draft reorganization plan is until 17:00 on December 31, 2021. As of the expiration of the above-mentioned period, the draft reorganization plan has not been adopted by the preliminary vote of the creditors’ meeting. Later, the company negotiated with the creditors who did not agree to the draft reorganization plan, and the creditors voted again in accordance with Article 87 of the enterprise bankruptcy law of the people’s Republic of China. As of the disclosure date of this announcement, the draft reorganization plan of the company has not been adopted by the pre vote of the creditors’ meeting.
2、 Relevant risk tips
1. The draft reorganization plan of the company has not been approved by the creditors in advance
According to the guidelines for pre reorganization of enterprise bankruptcy cases of Xiamen intermediate people’s court, the voting opinions of creditors and investors in the pre voting decision, the written opinions issued on the draft reorganization plan and the agreements included in the draft reorganization plan shall be binding on the people’s court after accepting the company’s reorganization application according to law. After pre voting or soliciting written opinions, if the proportion of each voting group agreeing to the draft reorganization plan meets the provisions of paragraph 2 of Article 84 of the enterprise bankruptcy law of the people’s Republic of China, the debtor may apply to the people’s court for bankruptcy reorganization, and shall submit the draft reorganization plan, pre voting, written opinions, agreements and other written materials. If a temporary manager is appointed, the temporary manager shall submit a written report on the organization, consultation, drafting and voting, soliciting opinions, agreements and examination opinions. Up to now, despite the efforts of the company, the provisional manager of pre reorganization and relevant parties, the draft reorganization plan has not been approved by the creditors in advance. The company will continue to negotiate with all creditors on the draft reorganization plan, and it is uncertain whether the draft reorganization plan of the company can be finally approved by creditors in advance.
2. Whether the company enters the reorganization procedure is still uncertain
Up to now, there is still uncertainty about whether the company can successfully complete the necessary pre-approval procedures for bankruptcy reorganization, whether the company’s subsequent application to the court for bankruptcy reorganization can be accepted, and whether the company can be ruled to enter the reorganization procedures by the court. Please pay attention to the relevant risks. No matter whether the company finally completes the reorganization procedure or not, the company will spare no effort to maintain the daily production, operation and management.
3. The company’s shares are subject to delisting risk warning
The company disclosed the 2020 annual report and its abstract on cninfo.com and China Securities Journal on April 30, 2021. According to the relevant provisions of the stock listing rules of Shenzhen Stock Exchange (revised in 2020), the company’s shares have been subject to the special treatment of “delisting risk warning” since April 30, 2021, At the same time, special treatment of “other risk warning” shall be implemented; If the company is accepted for bankruptcy reorganization, the company’s shares will also be subject to delisting risk warning.
4. The company’s shares may face the risk of delisting
If the court formally accepts the company’s reorganization application, decides that the company enters the reorganization procedure, smoothly implements the reorganization and completes the reorganization plan, it will be conducive to optimizing the company’s asset liability structure and restoring the ability of sustainable operation; If the company fails to enter the reorganization procedure or the reorganization fails, the company will be declared bankrupt. If the company is declared bankrupt, the company’s shares will face the risk of delisting. If the company’s subsequent operation and financial indicators do not meet the requirements of relevant regulatory regulations such as the stock listing rules of Shenzhen Stock Exchange (revised in 2020), the company’s shares will also face the risk of delisting.
5. The information disclosure media designated by the company are cninfo.com and China Securities Journal. All information about the company shall be subject to the announcement published by the company in the above designated media. The company will continue to pay attention to the progress of this matter, earnestly perform the obligation of information disclosure in strict accordance with the provisions and requirements of relevant laws and regulations, and do a good job of information disclosure in time. Please invest rationally and pay attention to risks.
It is hereby announced.
Great Wall International Acg Co.Ltd(000835) board of directors January 12, 2022
