TJRD(SH:600322) Zheng Quan Zhi Xing·2025-07-04 16:12Group 1: Overview of Related Transactions - The company’s wholly-owned subsidiaries, Tianjin Huaxin Urban Development Co., Ltd. and Tianjin Jinxin Urban Development Co., Ltd., plan to borrow CNY 350 million and CNY 150 million from the related party, Tianjin State Investment Capital, with a loan term of 2 years at an annual interest rate of 4.5% [1][2] - The total amount of related transactions with the same related party in the past 12 months reached CNY 1,003.10 million, accounting for 5,930.69% of the company's latest audited net assets [2][3] - The related party, Tianjin State Investment Capital, holds 17.20% of the company's shares and is the controlling shareholder [2] Group 2: Financial Details of Related Party - As of December 31, 2024, Tianjin State Investment Capital had total assets of CNY 228.83 billion and total equity of CNY 81.95 billion, with a net profit of CNY -0.704 billion for the year [2] - As of March 31, 2025, the unaudited total assets were CNY 230.95 billion, total equity was CNY 82.04 billion, and the net profit for the first quarter was CNY -0.092 billion [3] Group 3: Loan Agreement and Guarantees - The loan agreement stipulates a fixed interest rate of 4.5%, which is lower than the company's average financing cost of 6.78% [3][4] - Tianjin Xinglong Real Estate Development Co., Ltd. will provide joint liability guarantee for the CNY 350 million loan to Huaxin Company, while the company will provide pledge guarantees for the CNY 150 million loan to Jinxin Company [4][5] Group 4: Impact of Related Transactions - The borrowing aims to meet the operational funding needs of the subsidiaries and alleviate temporary financial pressure, with no adverse impact on the company's development [4] - The transaction pricing is fair and does not harm the interests of the company or its shareholders, particularly minority shareholders [3][4] Group 5: Capital Increase Proposal - The company plans to increase capital in its wholly-owned subsidiary, Tianjin Xinglong Real Estate Development Co., Ltd., by CNY 490 million through cash and debt-to-equity conversion [6][7] - This capital increase is expected to improve the asset-liability structure of Xinglong Company and enhance the company's financial strength and credit level [9][10]