Securities code: 300273 securities abbreviation: Zhuhai Hokai Medical Instruments Co.Ltd(300273) No.: 2022-012
Zhuhai Hokai Medical Instruments Co.Ltd(300273)
Announcement on holding subsidiary Hengyuan leasing continuing to provide guarantee for the company
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 guarantee
Zhuhai Hokai Medical Instruments Co.Ltd(300273) (hereinafter referred to as “the company”) convened the 36th meeting of the Fifth Board of directors on January 12, 2022, and deliberated and adopted the proposal on signing supplementary agreement II of repayment agreement with Guangdong Branch of China Huarong Asset Management Co., Ltd. and providing guarantee for Hengyuan leasing with 9 affirmative votes, 0 negative votes and 0 abstention votes.
On December 9, 2019, the company held the fifth meeting of the Fifth Board of directors and the fourth meeting of the Fifth Board of supervisors respectively, deliberated and adopted the proposal on the transfer of the creditor’s rights of Hejia shares held by the holding subsidiary Zhuhai Hengyuan Financial Leasing Co., Ltd. to Guangdong Branch of China Huarong Asset Management Co., Ltd.
In order to optimize the debt maturity structure, the company and Guangdong Branch of China Huarong Asset Management Co., Ltd. (hereinafter referred to as “Huarong company”) have signed supplementary agreement II to optimize and adjust the above debt repayment plan, The holding subsidiaries Zhuhai Hengyuan Financial Leasing Co., Ltd. (hereinafter referred to as “Hengyuan leasing”) and Hao Zhenxi and CAI mengke continue to provide joint and several liability guarantee for the transfer of creditor’s rights. The specific guarantee matters shall be subject to the signed guarantee contract.
According to the provisions of relevant documents such as the Listing Rules of Shenzhen Stock Exchange gem and the guidelines for the standardized operation of companies listed on Shenzhen Stock Exchange gem, Hengyuan leasing continues to provide guarantee for the company, which has been decided by the shareholders of Hengyuan leasing and needs to be submitted to the shareholders’ meeting of the company for deliberation.
2、 Basic information of the guaranteed
1. Name of the guaranteed: Zhuhai Hokai Medical Instruments Co.Ltd(300273)
2. Registered address: No. 5, Baosheng Road, Xiangzhou District, Zhuhai
3. Date of establishment: April 1, 1996
4. Legal representative: Hao Zhenxi
5. Registered capital: RMB 792354216
6. Business scope:
General items: Sales of class I medical devices; Sales of class II medical devices; Production of class I medical devices; Technical services, technical development, technical consultation, technical exchange, technology transfer and technology promotion; Manufacturing of power facilities and equipment; Sales of power facilities and equipment; Manufacturing of special equipment for environmental protection; Sales of special equipment for environmental protection; Mechanical equipment leasing; Medical equipment leasing; Gas compression machinery sales; New car sales; Sales of special equipment; Daily mask (non-medical) sales; Sales of experimental and analytical instruments; Asset management services invested by self owned funds; Engaging in investment activities with its own funds; Sales of additive manufacturing equipment; Sales of refrigeration and air conditioning equipment; Sales of special chemical products (excluding hazardous chemicals); Repair of special equipment; Sales of gas and liquid separation and purification equipment; Sales of building materials; Sales of building decoration materials; Sales of metal materials; Metal structure sales; Sales of metal products; Sales of non-metallic minerals and products; Sales of doors and windows; Paint sales (excluding hazardous chemicals); Sales of engineering plastics and synthetic resin; Sales of rubber products; Sales of electrical signal equipment and devices; Sales of valves and cocks; Sales of high-performance non-ferrous metals and alloy materials; Sales of industrial automatic control system devices; Sales of plastic products; Sanitary ware sales. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license)
Licensed items: operation of class III medical devices; Production of class II medical devices; Production of class III medical devices; Various engineering construction activities; Construction engineering design; Construction labor subcontracting; Intelligent building construction; Installation, transformation and repair of special equipment; Special equipment design. (for projects that must be approved according to law, business activities can be carried out only after being approved by relevant departments, and the specific business projects shall be subject to the approval documents or licenses of relevant departments) 7. Financial indicators of the guaranteed in the latest year and the first period:
Unit: Yuan
Main financial indicators December 31, 2020 / September 30, 2021 in 2020 / January September 2021 (Unaudited)
Total assets 6637916021.79 632481306.64
Total liabilities 3845165145.23 3526401436.60
Net assets 2792750876.56 2798411670.04
Operating income 930236041.50 601069181.06
Main financial indicators December 31, 2020 / September 30, 2021 in 2020 / January September 2021 (Unaudited)
Total profit 82509739.26 7036948.14
Net profit 64337176.16 5310793.49
3、 Main contents of supplementary agreement II to guarantee agreement
Supplementary agreement II of guarantee agreement to be signed with Huarong company
1. Supplementary agreement II to guarantee agreement both parties
Party A (creditor): Guangdong Branch of China Huarong Asset Management Co., Ltd
Party B (guarantor): Zhuhai Hengyuan Financial Leasing Co., Ltd
2. The principal creditor’s right guaranteed by Party B is RMB 43996451.7.
3. The scope of guarantee includes debts under the master agreement, restructuring debts, restructuring grace compensation, liquidated damages, damages, other amounts payable to Party A (including but not limited to relevant handling fees, telecommunications fees, miscellaneous fees, etc.), as well as all expenses incurred for the realization of creditor’s rights and mortgages and all other expenses payable.
4. Party B is willing to continue to provide joint and several liability guarantee to Party A for the debts of the main agreement debtor under the main agreement. The guarantee period is three years, calculated from the expiration date of the debt restructuring period agreed in the independent agreement (including the expiration date otherwise agreed in accordance with laws, regulations and rules, or the main agreement, or if the parties to the main agreement reach a consensus to make the main agreement debt mature in advance, or extend the debt performance period). If the master agreement stipulates that the debtor shall pay off the debts in installments, the guarantee period for each debt shall be three years from the date of expiration of the last debt performance period.
5. Under the following circumstances, Party A has the right to directly require Party B to bear the guarantee liability within its guarantee scope:
(1) The debtor violates the master agreement;
(2) Other circumstances in violation of the guarantee agreement and this supplementary agreement;
4、 Accumulated external guarantee
As of the date of this announcement, the actual accumulated external guarantee amount of the company is RMB 1179910300, accounting for 46.28% of the latest audited owner’s equity attributable to the parent company of RMB 2549457300, in line with the relevant provisions on Zhuhai Hokai Medical Instruments Co.Ltd(300273) external guarantee in the articles of association and the requirements of the listing rules.
5、 Documents for future reference
1. Supplementary agreement II to the guarantee agreement.
It is hereby announced.
Zhuhai Hokai Medical Instruments Co.Ltd(300273) board of directors January 14, 2022
