湖北国创高新材料股份有限公司关于公司向银行申请并购贷款并质押全资子公司股权的公告

Core Viewpoint - Hubei Guochuang High-tech Materials Co., Ltd. has announced the acquisition of 100% equity in Ningbo Guopei Petrochemical Co., Ltd. for a total of RMB 22,500 million, funded through self-owned or self-raised funds, and has pledged its entire stake in Ningbo Guopei as collateral for a merger loan of RMB 14,000 million from CITIC Bank Wuhan Branch [2][3]. Group 1: Acquisition Details - The acquisition of Ningbo Guopei was approved by the company's board and shareholders, with the equity transfer completed in October 2025 [2]. - The company has pledged its 100% equity in Ningbo Guopei, valued at RMB 12,800 million, to secure the merger loan [3]. Group 2: Financial Impact - The merger loan and equity pledge are essential for financing the acquisition project, aligning with the company's development strategy and financial needs [6]. - The company has approved a comprehensive credit limit of up to RMB 1.2 billion for 2026, which includes the merger loan within this financing scope [3]. Group 3: Guarantee Situation - Ningbo Guopei has applied for a loan of RMB 10 million from Ningbo Bank, with the company providing a joint liability guarantee [8]. - The guarantee was approved within the limits set by the company's board and shareholders, requiring no further approvals [9]. Group 4: Company and Subsidiary Information - Ningbo Guopei was established on August 19, 1997, with a registered capital of RMB 128 million, and operates in the petrochemical sector [4][11]. - The company holds 100% equity in Ningbo Guopei, which is now a wholly-owned subsidiary [5][12]. Group 5: Guarantee Contract Details - The maximum guarantee amount is set at RMB 10 million, covering principal, interest, and associated costs [13]. - The guarantee period extends for two years after the debt maturity date [14]. Group 6: Overall Guarantee Status - As of the announcement date, the total external guarantee balance is RMB 24 million, representing 51.17% of the company's latest audited net assets, with no overdue guarantees reported [16].