Heavy!Guangtian's daily limit, the SAR Construction Industry Group intends to participate in the company's reorganization

Author:China Architecture Newspaper Time:2022.08.06

ST Guangdian announced on August 4th that in 2022, the company and the SAR Construction Industry Group signed the "Shenzhen Special Economic Zone Construction Industry Group Co., Ltd. and Shenzhen Guangtian Group Co., Ltd. on the judicial reorganization of Shenzhen Guangtian Group Co., Ltd. In intentional agreement, the SAR Construction Industry Group and/or its recognition subject intends to participate in the company's reorganization as a potential reorganization investor.

The signing of the "Investment Intent Agreement" is conducive to the smooth progress of the company's pre -reorganization and reorganization related work, and it will help promote the company to enter the reorganization process as soon as possible. If the company's successful implementation and implementation of the reorganization plan will help improve the company's financial structure, resolve the debt crisis, and promote the company's main business to set up a healthy development track.

The announcement is as follows:

Shenzhen Guangtian Group Co., Ltd. on the signing of the signing of reorganization investment intentions

All members of the company and the board of directors guarantee the authenticity, accuracy and completeness of the content of the information disclosure, without false records, misleading statements or major omissions.

Special Note:

1. Shenzhen Guangtian Group Co., Ltd. (hereinafter referred to as "Company" or "Guangtian Group") and Shenzhen Special Economic Zone Construction Industry Group Co., Ltd. (hereinafter referred to as the "Special Economic Zone Construction Industry Group") reorganized investment intention agreement The preliminary intention is not legal binding, and specific matters need to be further negotiated. The specific content and details of the cooperation are based on the formal reorganization investment agreement on both parties, and investors are requested to pay attention to investment risks.

2. Relevant creditors have submitted an application for reorganization of the company to the Shenzhen Intermediate People's Court (hereinafter referred to as "Shenzhen Central Court"), which is currently in the material replenishment stage. Whether the applicant's reorganization and pre -reorganization applications can be accepted by the Shenzhen Intermediate Court, and there is still uncertain time.

3. If the SAR Construction Industry Group is determined that the project cannot continue to be promoted, it can terminate the reorganization investment intention agreement in advance to the company's written notice.

4. It is the prerequisite for the SAR's development strategy to develop the development strategy of the SAR construction industry, ensuring the preservation and appreciation of state -owned assets, and the adoption of marketization and rule of law. Whether the SAR Construction Industry Group signed a formal investment agreement with the company, and eventually participated in the company's reorganization, there is still uncertainty.

On May 31, 2022, Shenzhen Guangtian Group Co., Ltd. disclosed the "Announcement on the Application and Reorganization of Credit Application and Reorganization". On the grounds of the company's failure to pay off the debt and obviously lack the capacity, but with the value of reorganization, he applied to the Shenzhen Intermediate People's Court on May 30, 2022 to reorganize the company and apply for the start -up process.

On August 4, 2022, the company signed the "Investment Intent Agreement on the Judicial Reorganization of Shenzhen Special Economic Zone Construction Industry Group Co., Ltd. and Shenzhen Guangtian Group Co., Ltd. on the" Shenzhen Special Economic Zone Construction Industry Group Co., Ltd. and Shenzhen Guangtian Group Co., Ltd. Referred to as the "Investment Intent Agreement"), the SAR Construction Group and/or its recognition subject intend to participate in the company's reorganization as a potential reorganization investor. The relevant situation is as follows:

1. The basic situation of the SAR Construction Group

1. Company name: Shenzhen Special Economic Zone Construction Industry Group Co., Ltd.

2. Scope of operation: planning and consulting of municipal public engineering and construction engineering; research and development and sales of construction engineering equipment, new materials, and components; underground space investment development and construction; property management; investment and establishment of industries (specific projects declared separately). The licensed business project is: design, investment, construction, operation and maintenance of municipal public engineering, construction engineering; production and operation of engineering equipment, new materials, and components; urban roads, bridges, tunnel management; garden and greening facilities management; shanty households District renovation; urban renewal; land development; comprehensive development of industrial parks; construction industry talent training; new construction industry investment management management; urban infrastructure investment and construction.

2. The main content of the Investment Intent Agreement

(1) Agreement related parties

Party A: Shenzhen Special Economic Zone Construction Industry Group Co., Ltd.

Party B: Shenzhen Guangtian Group Co., Ltd.

(2) The main content of the agreement

In view of:

1. Hirotian Group is a listed company that is established in accordance with the legal registration of the People's Republic of China and publicly issued A shares on the Shenzhen Stock Exchange.

2. On May 30, 2022, the applicant shall apply to the Shenzhen Intermediate People's Court for reorganization on the grounds of reorganization and lack of repayment. Preparatory program. Guangtian Group is willing to resolve business and debt issues through pre -reorganization and reorganization procedures.

3. The SAR Construction Industry Group is a limited liability company registered in the People's Republic of China. It is the prerequisite for the SAR's development strategy, ensuring the preservation and appreciation of state -owned assets, and the use of marketization and rule of law. In order to clarify the cooperation of investment and cooperation, the two parties reached the following agreements through equal and friendly negotiations:

1. Determination of reorganization of investors

1.1 The two parties confirmed that Party A and/or its recognition subject intend to participate in the procedures for potential reorganization investors to participate in Party B's bankruptcy reorganization procedures.

Second, reorganization investment cooperation model

2.1 During the reorganization process, Party B plans to carry out capital restructuring to increase the inventory of reorganization investors and settle debts, respectively. Party B will determine the scale of capital reserve to increase shares in accordance with factors such as the company's assets and liabilities, equity structures, and business conditions, and the introduction of reorganization investors and debt -settlement to increase shares. 2.2 The two parties negotiated and confirmed that Party A and/or its recognition subject intends to participate in the reorganization (including pre -reorganization) procedures for reorganization investors. After the approval and effectiveness, Party A and/or its recognition subject transfer part of the transfer shares. Party A and/or its recognition subject transfer Party B's transfer price will be comprehensively negotiated to determine factors such as Party B's asset evaluation results and factors such as the total market value of Party B's shares and the special opinions of financial advisors when signing this agreement.

3. Effectiveness and lifting of the agreement

3.1 This agreement will be effective from the legal representative or authorized representative of both parties and B and the official seal. The intention agreement signed this time is only a preliminary intention of all parties, and it does not have legal binding. Specific matters need to be further negotiated. The specific content and details of the cooperation are subject to the formal reorganization investment agreement on both parties.

3.2 If Party A is determined that the project cannot continue to be promoted, this agreement can be terminated unconditionally after a written notice to Party B.

Third, the impact on the company

The signing of the Investment Intent Agreement is conducive to the smooth progress of the company's pre -reorganization and reorganization, and it is conducive to promoting the company to enter the reorganization process as soon as possible. If the company's successful implementation and implementation of the reorganization plan will help improve the company's financial structure, resolve the debt crisis, and promote the company's main business to set up a healthy development track.

Fourth, risk prompts

1. The "Investment Intent Agreement" signed this time is only a preliminary intention of both parties. It does not have legal binding power. Specific matters need to be further negotiated. The specific content and details of the cooperation are based on the formal reorganization investment agreement on both parties, and investors are requested to pay attention to investment risks.

2. Whether the company enters the reorganization program is significant uncertainty

Relevant creditors have submitted an application for reorganization of the company to the Shenzhen Intermediate People's Court, and are currently in the material reissue stage. Whether the applicant's reorganization and pre -reorganization applications can be accepted by the Shenzhen Intermediate Court, and there is still uncertain time. Regardless of whether to enter the reorganization process, the company will actively do daily operation and management on the basis of existing.

3. The company's stock may face the risk of delisting and termination of listing risks

If the Shenzhen Intermediate People's Court ruled that the company's reorganization application, the company will cooperate with the Shenzhen Intermediate People's Court and the manager to carry out relevant reorganization work in accordance with the law, and fulfill the legal obligations of the debtor in accordance with the law. Amendment) In the provisions of Article 9.4.1 (7), the company's stock transactions will be warned by delisting risk. If the company implements the reorganization and complete the reorganization plan, it will help optimize the company's asset -liability structure and enhance the company's continuous operation and profitability; if the reorganization fails, the company will have the risk of bankruptcy. If the company is declared bankrupt, according to the "Rules of the Shenzhen Stock Exchange Stock Listing" (revised in 2022), Article 9.4.17 (6) items (6) will face the risk of being terminated. Investors are requested to invest rationally and pay attention to risks.

4. Whether the SAR Construction Group can eventually participate in the company's reorganization, there is uncertainty

It is the prerequisite for the SAR's development strategy, ensuring the preservation and appreciation of state -owned assets, and the use of marketization and rule of law. Whether the SAR Construction Industry Group signed a formal investment agreement with the company, and eventually participated in the company's reorganization, there is still uncertainty.

In view of the major uncertainty of the above matters, the company will closely follow up the follow -up progress of the matter and fulfill the information disclosure obligations in a timely manner. The company's designated information disclosure media is the Securities Times, Securities Daily, China Securities Journal, Shanghai Securities Journal and Giant Chao Information Network (www.cninfo.com.cn). The information published by the media shall prevail. Investors are requested to invest rationally and pay attention to investment risks.

5. Preparation file

The "Investment Intent Agreement" signed by the company and the SAR Construction Industry Group

Special announcement.

Shenzhen Guangtian Group Co., Ltd.

Board of Directors

August 5, 22, 22

Another news:

Gelonghui August 5th 丨 ST Hirota (002482.SZ) daily limit, reported to 2.11 yuan, with a total market value of 3.2 billion yuan. ST Guangtian (002482.SZ) announced that on August 4, 2022, the company signed the "Shenzhen Special Economic Zone Construction Industry Group") "Shenzhen Special Economic Zone Construction Industry Group Co., Ltd. and Shenzhen Guangtian The Group Co., Ltd.'s Investment Intent Agreement on the Judicial Reorganization of Shenzhen Guangtian Group Co., Ltd. ", the SAR Construction Industry Group and/or its recognition subject intend to participate in the company's reorganization as potential reorganization investors.

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