Luoxin Pharmaceutical: Announcement on the progress of providing guarantees for its holding subsidiaries
Securities code: 002793 Securities abbreviation: Luoxin Pharmaceutical Announcement number: 2025-111 Luoxin Pharmaceutical Group Co., Ltd.
Announcement on the progress of providing guarantees for holding subsidiaries
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete, and contains no false records, misleading statements or major omissions.
Special tips:
The total amount of external guarantees provided by Luoxin Pharmaceutical Group Co., Ltd. (hereinafter referred to as the "Company") and its holding subsidiaries exceeds 100% of the latest audited net assets; the guarantee amount of the company and its holding subsidiaries exceeds 50% of the latest audited net assets of the listed company. Investors are reminded to pay full attention to guarantee risks.
1. Overview of guarantee situation
In order to meet the capital needs for daily production and operation and business expansion, and to ensure the sustainable development of production and operation and the smooth development of business, the company plans to provide guarantee for the RMB 110 million bank credit line of its controlled subsidiary Shandong Luoxin Pharmaceutical Group Co., Ltd. (hereinafter referred to as "Shandong Luoxin"). The company held the 21st meeting of the fifth board of directors and the 18th meeting of the fifth board of supervisors on January 14, 2025. The "Proposal on Providing Guarantees for Holding Subsidiaries" was reviewed and approved with 6 votes in favor, 0 votes against, 0 abstentions, and 4 votes in favor, 0 votes against, and 0 abstentions respectively. For details, please refer to the "Announcement on Providing Guarantees for Holding Subsidiaries" published by the company on January 15, 2025 on cninfo.com (http://www.cninfo.com.cn).
2. Guarantee progress
Recently, the company and China Construction Bank Co., Ltd. Linyi Luozhuang Branch (hereinafter referred to as "Construction Bank") signed the "Maximum Principal Guarantee Contract" in Linyi City. The company provides a maximum guarantee for a series of debts of Shandong Luoxin under the main contract. The maximum principal amount does not exceed RMB 10,000. This guarantee matter is within the scope of the aforementioned review, and there is no need to convene a separate board of directors or shareholders' meeting for review.
Shandong Luo Xin is not a breach of trust person, his production and business activities are normal, and his credit standing is good. Before this guarantee, the company's guarantee balance for Shandong Luoxin was 997.1194 million yuan. After this guarantee, the company's guarantee balance for Shandong Luoxin was 1,007.1194 million yuan. After this guarantee, the available guarantee limit for Shandong Luoxin remained 481.484 million yuan.
3. Basic information of the guaranteed person
Company Name: Shandong Luoxin Pharmaceutical Group Co., Ltd.
Company type: joint stock limited company (investment from Hong Kong, Macao and Taiwan, unlisted)
Date of establishment: November 30, 2001
Registered capital: RMB 60.96 million
Registered address: Luo Qi Road, Linyi High-tech Industrial Development Zone, Shandong Province
Legal representative: Liu Zhenteng
Unified social credit code: 913700002658705037
Business scope: Licensed items: pharmaceutical production; pharmaceutical commissioned production; pharmaceutical wholesale. (Projects that require approval according to law can only be carried out with the approval of relevant departments. Specific business projects are subject to the approval documents or licenses of relevant departments.) General projects: medical research and experimental development (except human stem cells, genetic diagnosis and treatment technology development and application); technical services, technology development, technology consultation, technology exchange, technology transfer, technology promotion. (Except for projects that require approval according to law, business activities can be carried out independently with a business license and in accordance with the law)
Equity structure: The company holds 99.65% equity of Shandong Luoxin.
Shandong Luo Xin is not the defaulter and has not been credit rated.
The main financial data of Shandong Luoxin are as follows:
Unit: 10,000 yuan December 31, 2024 September 30, 2025/subject
/2024 Total assets from January to September 2025 497,240.24 489,780.31 Total liabilities 275,693.61 264,995.87 Net assets 221,546.63 224,784.44 Operating income 229,244.03 132,596.65 Total profit -53,256.99 2,781.35 Net profit -63,230.31 843.77 Note: The data for 2024 has been audited, and the data for January to September 2025 has not been audited.
4. Main contents of the guarantee contract
Guarantor: Luoxin Pharmaceutical Group Co., Ltd. (Party A)
Creditor: China Construction Bank Co., Ltd. Linyi Luozhuang Branch (Party B)
Debtor: Shandong Luoxin Pharmaceutical Group Co., Ltd.
Guarantee scope: the principal balance under the main contract not exceeding RMB 10,000,000 and interest (including compound interest and penalty interest), liquidated damages, compensation, debt interest that should be doubled during the delay in performance of effective legal documents such as judgments or mediation letters, other payments the debtor should pay to Party B, and all expenses incurred by Party B to realize the creditor's rights and security rights.
Guarantee method: joint liability guarantee.
Guarantee period: (1) The guarantee period under this contract is calculated separately based on the single credit business handled by Party B for the debtor, that is, from the date of signing of the main contract for the single credit business to three years after the expiration of the debtor's debt performance period under the main contract. (2) If Party B and the debtor reach an extension agreement on the debt performance period under the main contract, the guarantee period will end three years after the expiration of the debt performance period re-agreed in the extension agreement. Extension does not require the consent of the guarantor, and the guarantor still has to bear joint and several liability. (3) If an event occurs as stipulated in laws and regulations or as agreed in the main contract, and Party B declares that the debt will mature early, the guarantee period will end three years after the date of the early maturity of the debt.
The contract becomes effective: This contract will take effect after it is signed or stamped with the official seal by the legal representative (person in charge) or authorized agent of Party A and signed or stamped with the official seal by the person in charge or authorized agent of Party B.
5. Opinions of the Board of Directors
The company's provision of guarantees for its holding subsidiaries is conducive to improving financing efficiency, reducing financing costs, ensuring the normal production and operation of the company and its subsidiaries, and is in line with the company's overall interests. Shandong Luoxin did not provide a counter-guarantee, and although its minority shareholders did not provide equivalent guarantees or counter-guarantees in proportion to their capital contribution, the company had actual control over Shandong Luoxin and was able to effectively manage and control its operations. The guaranteed party operates normally and has good credit standing, and the risks of the company's guarantee are within a controllable range. This guarantee will not have a significant impact on the company's normal operations and will not harm the interests of the company and all shareholders.
6. Cumulative number of external guarantees and number of overdue guarantees
After this guarantee, the total guarantee amount of the company and its holding subsidiaries is 1.868 billion yuan, accounting for 135.14% of the latest audited net assets of the listed company; after the provision of this guarantee, the total balance of external guarantees provided by the company and its holding subsidiaries is 1.0673087 million yuan, accounting for 77.21% of the latest audited net assets of the listed company; the total balance of guarantees provided by the company and its holding subsidiaries to units outside the consolidated statement is 00,000 yuan.
The company has no overdue external guarantees, no guarantees involving litigation, and no losses incurred due to the failure of the guarantee judgment.
7. Documents for reference
- The "Maximum Principal Amount Guarantee Contract" signed between the company and China Construction Bank.
Announcement is hereby made.
Board of Directors of Luoxin Pharmaceutical Group Co., Ltd.
December 26, 2025