安道麦B:关于为全资子公司提供担保的公告(英文版)2020-02-27
Stock Code: 000553(200553) Stock Abbreviation: ADAMA A(B) Announcement No.2020-8
ADAMA Ltd.
Announcement on Providing Guarantees in Favor of a
Wholly-owned Subsidiary
The Company and all members of its board of directors hereby confirm that all
information disclosed herein is true, accurate and complete with no false or
misleading statement or material omission.
I. Overvie w
In order to meet the daily operation and business development needs of ADAMA
Anpon (Jiangsu) Ltd. (hereinafter referred to as “Anpon”), a wholly-owned subsidiary
of the Company, the Company intends to provide guarantees in favor of certain
financing banks that are to provide loans to Anpon, under which it will guarantee
Anpon’s repayment of such loans, in a total amount not exceeding RMB 1,309 million.
(approximately USD 186.66 million)
According to the Listing Rules of the Shenzhen Stock Exchange, the 21st meeting of
the 8th session of the Board of Directors of the Company approved a Proposal on
Providing Guarantees in Favor of a Wholly-owned Subsidiary. Since the
debt-to-assets ratio of Anpon exceeds 70 percent, the guarantees shall be further
submitted to shareholders for approval.
II. Basic Information of the Warrantee
Name of the Warrantee: ADAMA Anpon (Jiangsu) Ltd.
Established Date: November 25, 1998
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Registered Address: No. 30, Huagong Road, Huai’an City
Legal Representative: Jiang Yutian
Registered Capital: RMB 251,380,000
Business Scope: Manufacture and sale of chemical products
Relationship with the Company: The Company’s wholly owned subsidiary.
Credit status: After searching on the website of disclosure of enforcement
information of China, Anpon is not a judgement debtor subject to enforcement.
Recent financial situation of the Warrantee is as follows:
Unit: ’0000 RMB
Period Total Total Debts Net Assets Revenue Assets
Assets Liability
Ratio
At Dec 31, 2019 127,278.8 95,930.2 31,348.6 159,891.1 75.37%
(unaudited)
III. Main Contents of the Guarantees
I. The Company intends to provide joint liability guarantees for the below loans of
Anpon which will not exceed one year.
(1) Loan for working capital which will not exceed RMB 250 million in 2020 to be
provided by Qinghe Branch of Huai’an Rural Commercial Bank.
(2) Loan for working capital which will not exceed RMB 100 million in 2020 to be
provided by Huai’an South City Branch of Industrial and Commercial Bank of
China.
(3) Loan for working capital, L/C and trade finance which will not exceed RMB 100
million in 2020 to be provided by Huai’an Q ing Jiangpu Branch of Agricultural
Bank.
(4) Loan for working capital which will not exceed RMB 80 million in 2020 to be
provided by Huai’an Branch of Bank of Communications.
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(5) Loan for working capital which will not exceed RMB 100 million in 2020 to be
provided by Huai’an Branch of Industrial Bank.
(6) Loan which will not exceed RMB 100 million in 2020 to be provided by
ChemChina Finance Co., Ltd.
(7) Loan for working capital which will not exceed RMB 80 million in 2020 to be
provided by Huai’an Q ingpu Branch of China Construction Bank.
(8) Loan for working capital which will not exceed RMB 100 million in 2020 to be
provided by Huahuai Branch of Bank of Jiangsu.
II. The Company intends to provide joint liability guarantees for the project loans of
Anpon detailed below.
(1) Project loan which will not exceed RMB 210 million to be provided by Huai’an
South City Branch of Industrial and Commercial Bank of China.
(2) Project loan which will not exceed RMB 105 million to be provided by Qinghe
Branch of Huai’an Rural Commercial Bank.
(3) Project loan which will not exceed RMB 84 million to be provided by Huai’an
Qing Jiangpu Branch of Agricultural Bank.
IV. Accumulated Quantity of Exte rnal Guarantees and Ove rdue Guarantees
Currently the balance of the guarantees that have been provided by the Company
and/or its subsidiaries is RMB 3,268.36 million (approximately USD 466.07 million).
After providing the above guarantee, the balance of the guarantees provided by the
Company and/or its subsidiaries is RMB4,577.36 million (approximately USD
652.73 million). This amount accounts for approximately 20.54% of the latest
audited net assets of the Company.
No guarantee is provided by the Company and/or its subsidiaries for the favor of
entities not consolidated in the Company’s financial statements.
The Company and its controlled subsidiaries do not have overdue guarantees.
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V.Opinions of the Board of Directors
The Board of Directors is of the opinion that: (i) the guaranteed funds are used for
the daily operation needs of the guaranteed party which is a wholly owned
subsidiary of the Company; (ii) the financial risk of the guarantees is under the
Company's control; and (iii) the guarantees neither significantly impact the normal
operation of the Company, nor violate the relevant provisions of the CSRC and the
Articles of Association of the Company.
VI. List of Reference Documents
1. Resolution of the 21st Meeting of the 8th session of the Board of Directors of the
Company.
It is hereby announced.
Board of Directors of ADAMA,
Ltd.
February 27, 2020
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