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Yixin Group Limited — Capital/Financing Update 2021
Dec 28, 2021
50779_rns_2021-12-28_5c8535a1-554c-4630-b539-320c10c6854f.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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YIXIN GROUP LIMITED 易鑫集團有限公司
(Incorporated in the Cayman Islands with limited liability and carrying on business in Hong Kong as “Yixin Automotive Technology Group Limited”)
(Stock Code: 2858)
DISCLOSEABLE TRANSACTION IN RELATION TO SUBSEQUENT FINANCE LEASE AGREEMENTS WITH CDB FINANCIAL LEASING
Reference is made to the announcement of the Company dated October 26, 2021 (the “ Announcement ”) in relation to the Finance Lease Agreements with CDB Financial Leasing. Unless otherwise defined, all capitalised terms used herein shall have the same meanings as defined in the Announcement.
As disclosed in the Announcement, Shanghai Yixin, CDB Financial Leasing, WeShare Technology and SZ Fusheng Asset Management previously entered into the Cooperation Agreement, where it was agreed that CDB Financial Leasing and Shanghai Yixin shall enter into an individual finance lease agreement separately for each batch of sale-back leasing of assets, which would count towards the Cooperation Quota; and WeShare Technology and SZ Fusheng Asset Management shall assist CDB Financial Leasing in reviewing the underlying leased assets and provide CDB Financial Leasing with the required reports. Shanghai Yixin, as the Lessee, and CDB Financial Leasing, as the Lessor, have previously entered into the August Finance Lease Transaction Documents, the September Finance Lease Transaction Documents and the October Finance Lease Transaction Documents (together with the Cooperation Agreement, the “ Previously Disclosed Finance Lease Transaction Documents ”).
On December 9, 2021, Shanghai Yixin, CDB Financial Leasing, WeShare Technology and SZ Fusheng Asset Management entered into the Supplemental Cooperation Agreement to adjust the lease interest.
On December 28, 2021, the Lessee, Shanghai Yixin, and the Lessor, CDB Financial Leasing, entered into the 6th December Finance Lease Transaction Documents, the 7th December Finance Lease Transaction Documents and the 8th December Finance Lease Transaction Documents (together, the “ Subsequent December Finance Lease Transaction Documents ”) under the Supplemental Cooperation Agreement. Pursuant to the Subsequent December Finance Lease Transaction Documents, the Lessee agreed to sell certain Leased Assets to the Lessor at an aggregate consideration of approximately RMB91,172,340.43 and the Lessor agreed to lease back the Leased Assets to the Lessee during the Lease Periods. Upon the expiry of the Lease Periods and subject to full payment of all the rents and other payables and fulfilment of other conditions by the Lessee under the 6th December Finance Lease Agreement, the 7th December Finance Lease Agreement and the 8th December Finance Lease Agreement (together, the “ Subsequent December Finance Lease Agreements ”), the Lessor shall transfer the ownership of the Leased Assets back to the Lessee at a nominal consideration of RMB1 per Leased Asset. The Lessor shall provide to the Lessee a certificate of transfer of ownership of the Lease Assets to effectuate the transfer.
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In addition, on December 9, 2021, Shanghai Yixin and CDB Financial Leasing previously entered into the 1st December Finance Lease Transaction Documents, the 2nd December Finance Lease Transaction Documents, the 3rd December Finance Lease Transaction Documents, the 4th December Finance Lease Transaction Documents and the 5th December Finance Lease Transaction Documents (together, the “ Previous December Finance Lease Transaction Documents ”).
As none of the applicable percentage ratios in respect of each of the Previous December Finance Lease Transaction Documents (on their own or in aggregate) exceeded 5%, the entering into of the Previous December Finance Lease Transaction Documents did not constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules.
As the Previously Disclosed Finance Lease Transaction Documents and the Previous December Finance Lease Transaction Documents were entered into with CDB Financial Leasing within a 12-month period prior to and inclusive of the date of the Subsequent December Finance Lease Transaction Documents, the Previously Disclosed Finance Lease Transaction Documents, the Previous December Finance Lease Transaction Documents and the Subsequent December Finance Lease Transaction Documents have been aggregated as a series of transactions pursuant to Rule 14.22 of the Listing Rules. As the applicable percentage ratios are more than 5% but less than 25%, the transactions contemplated under the Previously Disclosed Finance Lease Transaction Documents, the Previous December Finance Lease Transaction Documents and the Subsequent December Finance Lease Transaction Documents (in aggregate) constitute discloseable transactions of the Company and are subject to the reporting and announcement requirements only but exempt from the requirement of the Shareholders’ approval under Chapter 14 of the Listing Rules.
Reference is made to the Announcement in relation to the Finance Lease Agreements with CDB Financial Leasing. Unless otherwise defined, all capitalised terms used herein shall have the same meanings as defined in the Announcement.
INTRODUCTION
As disclosed in the Announcement, Shanghai Yixin, CDB Financial Leasing, WeShare Technology and SZ Fusheng Asset Management previously entered into the Cooperation Agreement, where it was agreed that CDB Financial Leasing and Shanghai Yixin shall enter into an individual finance lease agreement separately for each batch of sale-back leasing of assets, which would count towards the Cooperation Quota; and WeShare Technology and SZ Fusheng Asset Management shall assist CDB Financial Leasing in reviewing the underlying leased assets and provide CDB Financial Leasing with the required reports. Shanghai Yixin, as the Lessee, and CDB Financial Leasing, as the Lessor, have previously entered into the Previously Disclosed Finance Lease Transaction Documents.
On December 9, 2021, Shanghai Yixin, CDB Financial Leasing, WeShare Technology and SZ Fusheng Asset Management entered into the Supplemental Cooperation Agreement to adjust the lease interest.
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THE SUBSEQUENT DECEMBER FINANCE LEASE TRANSACTION DOCUMENTS
On December 28, 2021, the Lessee, Shanghai Yixin, and the Lessor, CDB Financial Leasing, entered into the Subsequent December Finance Lease Transaction Documents under the Supplemental Cooperation Agreement. Pursuant to the Subsequent December Finance Lease Transaction Documents, the Lessee agreed to sell certain Leased Assets to the Lessor at an aggregate consideration of approximately RMB91,172,340.43 and the Lessor agreed to lease back the Leased Assets to the Lessee during the Lease Periods. Upon the expiry of the Lease Periods and subject to full payment of all the rents and other payables and fulfilment of other conditions by the Lessee under the Subsequent December Finance Lease Agreements, the Lessor shall transfer the ownership of the Leased Assets back to the Lessee at a nominal consideration of RMB1 per Leased Asset. The Lessor shall provide to the Lessee a certificate of transfer of ownership of the Lease Assets to effectuate the transfer.
Subject Matters
Sale of the Leased Assets to the Lessor
Pursuant to the Subsequent December Finance Lease Agreements, the Lessee agreed to sell and the Lessor agreed to purchase the Leased Assets originally owned by the Lessee at an aggregate consideration of approximately RMB91,172,340.43, which was determined after arm’s length negotiation between the parties with reference to the value of the Leased Assets as set out in the invoices for new automobiles and the assessed prevailing market prices of similar models for used automobiles, and shall be paid by the Lessor to the Lessee on the Payment Date which is a day within five business days following the satisfaction of the conditions described below, including but not limited to:
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(a) the Subsequent December Finance Lease Agreements and the Cooperation Agreement having been duly executed and effective;
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(b) the Lessee having provided the Lessor a payment request note and confirmed the use of the consideration conform to and comply with the Subsequent December Finance Lease Agreements;
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(c) the Lessee having provided the Lessor the security deposit prescribed in the Subsequent December Finance Lease Agreements;
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(d) there not having occurred material breach by the Lessee to any other agreements entered into between the Lessor and the Lessee, and the Lessee having performed payment obligations in full and on time according to the schedules of such other agreements;
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(e) the Lessee having submitted a list of Leased Assets and relevant documents confirming the Lessee’s ownership of the Leased Assets (including but not limited to the scanned copies of the invoices for new automobiles, assessment reports for used automobiles, automobile rental agreements, insurance policies, identification documents of the ultimate tenants and other necessary approval documents, etc.) or any other documents the Lessor deems necessary;
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(f) the Lessee having issued a confirmation on the transfer of the Leased Assets to ensure the Lessor obtained the ownership of the Leased Assets legally and in compliance manner;
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(g) the Lessor having completed the registrations for the finance lease of the Leased Assets and the pledge of account receivable under the unified filing system of security interests over movables and rights*(動產融資統一登記公示系統);
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(h) there not having distinct changes in the country’s tax and financial policies or government measures in supervising funds of the financial industry at the time of which the Subsequent December Finance Lease Agreements was entered into and the time when the Lessor shall pay the consideration for the transfer;
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(i) the Lessor’s payment of the consideration for the transfer do not violate the current regulations, rules and requirements of the regulatory department; and
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(j) the conditional precedents for entering into the Subsequent December Finance Lease Agreements and Cooperation Agreement and the other conditions related to the payment of the consideration for the transfer having been confirmed.
As at the Payment Date, the title of the Leased Assets shall be transferred from the Lessee to the Lessor.
Leaseback of the Leased Assets to the Lessee
Pursuant to the Subsequent December Finance Lease Agreements, the Leased Assets shall be leased back to the Lessee during the Lease Periods at the total rent of approximately RMB96,969,523.30, which comprises (i) the amount of the lease principal of approximately RMB91,172,340.43 and (ii) the lease interest of approximately RMB5,797,182.87 at an annual interest rate of 5.20% which is determined with reference to either the one-year benchmark lending rate promulgated by the People’s Bank of China plus 135 basis points or the five-year or above benchmark lending rate promulgated by the People’s Bank of China plus 55 basis points. During the Lease Periods, the interest rate shall be adjusted on April 21 of each year, where the first interest rate adjustment date shall be the first April 21 when the lease has commenced for 12 months. The rent shall be paid by the Lessee to the Lessor during the Lease Periods in 7 instalments, 20 instalments and 34 instalments for the 6th December Finance Lease Agreement, the 7th December Finance Lease Agreement and the 8th December Finance Lease Agreement, respectively.
Lease Periods
The Lease Periods of the relevant Leased Assets shall be periods of 7 months, 20 months and 34 months for the 6th December Finance Lease Agreement, the 7th December Finance Lease Agreement and the 8th December Finance Lease Agreement, respectively, and which are expected to commence from the Payment Date.
Leased Assets
The Leased Assets comprise automobiles of the Lessee as particularized under the Subsequent December Finance Lease Agreements. The Leased Assets did not generate revenue and net profits for the Group for the years ended December 31, 2019 and 2020. The net asset value of the Leased Assets as at the last date of determining the composition of the Leased Assets was approximately RMB107,593,834.11.
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Ownership of the Leased Assets during and after the Lease Periods
During the Lease Periods, the ownership of the Leased Assets will vest in the Lessor and the Lessee will be entitled to occupy and use the Leased Assets.
Upon expiry of the Lease Periods and subject to full payment of all the rents and other payables and fulfilment of other conditions by the Lessee under the Subsequent December Finance Lease Agreements, the Lessor shall transfer the ownership of the Leased Assets back to the Lessee at a nominal consideration of RMB1 per Leased Asset. The Lessor shall provide to the Lessee a certificate of transfer of ownership of the Lease Assets to effectuate the purported transfer.
Security Deposit
Pursuant to the Subsequent December Finance Lease Agreements, Shanghai Yixin agreed to pay the Lessor a security deposit of approximately RMB4,558,617.02, being 5% of the total lease principal under the Subsequent December Finance Lease Agreements, so as to protect the rights of the Lessor under the Subsequent December Finance Lease Agreements. The security deposit can be used to offset the rents, liquidated damages, compensation and other payables of the Lessee under the Subsequent December Finance Lease Agreements. After fulfilment of all obligations on the part of the Lessee under the Subsequent December Finance Lease Agreements, the Lessor shall refund the remaining security deposit to the Lessee without interest.
Pledge of Receivables
On December 28, 2021, the Lessor and the Lessee entered into the Subsequent Receivables Pledge Agreements, pursuant to which the Lessee agreed to pledge their receivables and all existing and future interests related thereto in favour of the Lessor so as to guarantee their payment of debts under the Subsequent December Finance Lease Agreements (including but not limited to rent, early termination charge, liquidated damages, damages, compensation, nominal repurchase consideration, other payables and fees incurred in connection with any enforcement actions of creditors’ rights).
Effective Date of the Subsequent December Finance Lease Agreements
The Subsequent December Finance Lease Agreements shall take effect upon its execution by the parties thereto.
THE PREVIOUS DECEMBER FINANCE LEASE TRANSACTION DOCUMENTS
In addition, on December 9, 2021, Shanghai Yixin and CDB Financial Leasing previously entered into the Previous December Finance Lease Transaction Documents.
The table below sets out the information about the Previous December Finance Lease Transaction Documents, including (i) the amount of the lease principal; (ii) the approximate lease interest, approximate interest rate, and approximate total fees at which the Leased Assets were leased back to the Lessee; (iii) the approximate security deposit; (iv) the approximate net asset value of the Leased Assets; and (v) the lease periods.
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| Lease periods | ||||||||
|---|---|---|---|---|---|---|---|---|
| (commencing on | ||||||||
| the date of | ||||||||
| Approximate net | payment of | |||||||
| Approximate | Approximate | Approximate | Approximate | Approximate | asset value of | consideration | ||
| Relevant transaction | Date of agreements | lease principal | lease interest | interest rate | total fees | security deposit | the Leased Assets | by the Lessor) |
| (RMB) | (RMB) | (%) | (RMB) | (RMB) | (RMB) | |||
| 1st December Finance Lease | December 9, 2021 | 637,347.89 | 6,241.03 | 5.20 | 643,588.92 | 31,867.39 | 689,975.12 | 3 months |
| Transaction Documents | ||||||||
| 2nd December Finance Lease | December 9, 2021 | 1,702,935.06 | 78,161.80 | 5.20 | 1,781,096.86 | 85,146.75 | 1,940,508.65 | 19 months |
| Transaction Documents | ||||||||
| 3rd December Finance Lease | December 9, 2021 | 107,275,136.80 | 7,371,667.81 | 5.20 | 114,646,804.61 | 5,363,756.84 | 141,769,638.00 | 29 months |
| Transaction Documents | ||||||||
| 4th December Finance Lease | December 9, 2021 | 81,056,540.94 | 5,942,819.44 | 5.20 | 86,999,360.38 | 4,052,827.05 | 108,203,069.91 | 31 months |
| Transaction Documents | ||||||||
| 5th December Finance Lease | December 9, 2021 | 55,267,672.37 | 4,563,160.23 | 5.20 | 59,830,832.60 | 2,763,383.62 | 73,858,427.25 | 35 months |
| Transaction Documents |
For the details about the Previously Disclosed Finance Lease Transaction Documents, please refer to the announcement of the Company dated October 26, 2021.
Save for the key commercial terms set out in the table above, all material terms of the Previous December Finance Lease Transaction are substantially similar to the Subsequent December Finance Lease Transaction Documents.
The considerations under each of the Previous December Finance Lease Transaction were determined after arm’s length negotiation between the parties with reference to the value of the relevant Leased Assets as set out in the invoices for new automobiles and the assessed prevailing market prices of similar models for used automobiles.
REASONS AND BENEFITS OF ENTERING INTO THE TRANSACTIONS
By entering into the CDB Finance Lease Transaction Documents, the Group can diversify its financing channels, replenish capital required for its operations and optimise its liability structure.
In view of the above, the Board (including the independent non-executive Directors) considers that the terms of the CDB Finance Lease Transaction Documents and the transactions contemplated thereof, were arrived at after arm’s length negotiations between the parties thereto, and are fair and reasonable and in the interests of the Company and its Shareholders as a whole.
INFORMATION ABOUT THE PARTIES
The Group is principally engaged in the operation of an online automobile retail transaction platform in China. The Group operates its business in two segments (i) transaction platform business, and (ii) self-operated financing business.
Shanghai Yixin is a company incorporated in the PRC with limited liability and is indirectly wholly-owned subsidiary of the Company. Shanghai Yixin is principally engaged in financing lease and operation of leases business in the PRC.
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The Lessor is a company established in the PRC in 1984 and converted into a joint stock limited company on September 28, 2015, the H shares of which are listed on the Main Board of the Stock Exchange (Stock Code: 1606). It is principally engaged in providing leasing services to customers in industries of including aviation, infrastructure, shipping, inclusive finance, new energy and high-end equipment manufacturing.
WeShare Technology is a company established under the laws of the PRC which focuses on financial technology. It is primarily concentrates on providing technical support, consulting and management services for financing projects involving financial assets, as well as providing professional investment advisory services to institutional investors. As at the date of this announcement, WeShare Technology is ultimately controlled by Zuo Lesi(左仂思), being the single largest shareholder holding 31.6% equity interest in WeShare Technology through intermediaries.
SZ Fusheng Asset Management is a company established under the laws of the PRC. It is principally engaged in entrusted asset management and investment management and consulting. As at the date of this announcement, SZ Fusheng Asset Management is held by Zhejiang Jingning Fusheng Enterprise Management Partnership Industry (Limited Partnership)*(浙江景寧富盛企業 管理合夥企業(有限合夥))as to 77%, which is in turn held by Wei Qing(衛青)as to 93.75% and by Zheng Ying(鄭瑛)as to 6.25%.
To the best of the knowledge, information and belief of the Directors and having made all reasonable enquiries, as at the date of this announcement, the Lessor, WeShare Technology and SZ Fusheng Asset Management and their ultimate beneficial owners are Independent Third Parties.
LISTING RULES IMPLICATIONS
As none of the applicable percentage ratios in respect of each of the Previous December Finance Lease Transaction Documents (on their own or in aggregate) exceeded 5%, the entering into of the Previous December Finance Lease Transaction Documents did not constitute a discloseable transaction for the Company under Chapter 14 of the Listing Rules.
As the Previously Disclosed Finance Lease Transaction Documents and the Previous December Finance Lease Transaction Documents were entered into with CDB Financial Leasing within a 12-month period prior to and inclusive of the date of the Subsequent December Finance Lease Transaction Documents, the Previously Disclosed Finance Lease Transaction Documents, the Previous December Finance Lease Transaction Documents and the Subsequent December Finance Lease Transaction Documents have been aggregated as a series of transactions pursuant to Rule 14.22 of the Listing Rules. As the applicable percentage ratios are more than 5% but less than 25%, the transactions contemplated under the Previously Disclosed Finance Lease Transaction Documents, the Previous December Finance Lease Transaction Documents and the Subsequent December Finance Lease Transaction Documents (in aggregate) constitute discloseable transactions of the Company and are subject to the reporting and announcement requirements only but exempt from the requirement of the Shareholders’ approval under Chapter 14 of the Listing Rules.
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DEFINITIONS
In this announcement, unless the context otherwise requires, the following terms have the following meanings:
- “1st December Finance Lease Agreement”
the finance lease agreement dated December 9, 2021 entered into between the Lessor and the Lessee with lease periods of 3 months
“1st December Finance collectively, the 1st December Finance Lease Agreement and the Lease Transaction 1st December Receivable Pledge Agreement Documents” “1st December Receivable the receivable pledge agreement dated December 9, 2021 entered Pledge Agreement” into between the Lessor and the Lessee in relation to the 1st December Finance Lease Agreement
“2nd December Finance Lease Agreement”
“2nd December Finance Lease Transaction Documents”
the finance lease agreement dated December 9, 2021 entered into between the Lessor and the Lessee with lease periods of 19 months collectively, the 2nd December Finance Lease Agreement and the 2nd December Receivable Pledge Agreement
“2nd December Receivable Pledge Agreement”
the receivable pledge agreement dated December 9, 2021 entered into between the Lessor and the Lessee in relation to the 2nd December Finance Lease Agreement
“3rd December Finance Lease Agreement”
“3rd December Finance Lease Transaction Documents”
the finance lease agreement dated December 9, 2021 entered into between the Lessor and the Lessee with lease periods of 29 months collectively, the 3rd December Finance Lease Agreement and the 3rd December Receivable Pledge Agreement
“3rd December Receivable Pledge Agreement”
the receivable pledge agreement dated December 9, 2021 entered into between the Lessor and the Lessee in relation to the 3rd December Finance Lease Agreement
“4th December Finance Lease Agreement”
the finance lease agreement dated December 9, 2021 entered into between the Lessor and the Lessee with lease periods of 31 months
“4th December Finance Lease Transaction Documents”
collectively, the 4th December Finance Lease Agreement and the 4th December Receivable Pledge Agreement
“4th December Receivable Pledge Agreement”
the receivable pledge agreement dated December 9, 2021 entered into between the Lessor and the Lessee in relation to the 4th December Finance Lease Agreement
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| “5th December Finance | the finance lease agreement dated December 9, 2021 entered |
|---|---|
| Lease Agreement” | into between the Lessor and the Lessee with lease periods of 35 |
| months | |
| “5th December Finance | collectively, the 5th December Finance Lease Agreement and the |
| Lease Transaction | 5th December Receivable Pledge Agreement |
| Documents” | |
| “5th December Receivable | the receivable pledge agreement dated December 9, 2021 entered |
| Pledge Agreement” | into between the Lessor and the Lessee in relation to the 5th |
| December Finance Lease Agreement | |
| “6th December Finance | the finance lease agreement dated December 28, 2021 entered into |
| Lease Agreement” | between the Lessor and the Lessee with lease periods of 7 months |
| “6th December Finance | collectively, the 6th December Finance Lease Agreement and the |
| Lease Transaction | 6th December Receivable Pledge Agreement |
| Documents” | |
| “6th December Receivable | the receivable pledge agreement dated December 28, 2021 entered |
| Pledge Agreement” | into between the Lessor and the Lessee in relation to the 6th |
| December Finance Lease Agreement | |
| “7th December Finance | the finance lease agreement dated December 28, 2021 entered |
| Lease Agreement” | into between the Lessor and the Lessee with lease periods of 20 |
| months | |
| “7th December Finance | collectively, the 7th December Finance Lease Agreement and the |
| Lease Transaction | 7th December Receivable Pledge Agreement |
| Documents” | |
| “7th December Receivable | the receivable pledge agreement dated December 28, 2021 entered |
| Pledge Agreement” | into between the Lessor and the Lessee in relation to the 7th |
| December Finance Lease Agreement | |
| “8th December Finance | the finance lease agreement dated December 28, 2021 entered |
| Lease Agreement” | into between the Lessor and the Lessee with lease periods of 34 |
| months | |
| “8th December Finance Lease | collectively, the 8th December Finance Lease Agreement and the |
| Transaction Documents” | 8th December Receivable Pledge Agreement |
| “8th December Receivable | the receivable pledge agreement dated December 28, 2021 entered |
| Pledge Agreement” | into between the Lessor and the Lessee in relation to the 8th |
| December Finance Lease Agreement |
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| “Announcement” | the announcement of the Company dated October 26, 2021 |
|---|---|
| “Board” | the board of Directors |
| “CDB Finance Lease | collectively, the Previous December Finance Lease Transaction |
| Transaction Documents” | Documents and the Subsequent December Finance Lease |
| Transaction Documents | |
| “China” or “PRC” | the People’s Republic of China, which for the purpose of this |
| announcement to the PRC or China excludes Hong Kong, the | |
| Macau Special Administrative Region of the PRC and Taiwan | |
| “Company” | Yixin Group Limited易鑫集團有限公司，an exempted company |
| with limited liability incorporated under the laws of the Cayman | |
| Islands, the Shares of which are listed on the Main Board of the | |
| Stock Exchange (Stock Code: 2858) | |
| “connected person(s)” | has the meaning ascribed to it by the Listing Rules |
| “Consolidated Affiliated | the entity the Company controls through a series of contractual |
| Entity” | arrangements, namely Beijing Yixin Information Technology |
| Co., Ltd.* (北京易鑫信息科技有限公司), a company established | |
| under the laws of the PRC on January 9, 2015 | |
| “Director(s)” | the director(s) of the Company |
| “Group” | the Company, its subsidiaries and the Consolidated Affiliated |
| Entity | |
| “Hong Kong” | the Hong Kong Special Administrative Region of the People’s |
| Republic of China | |
| “Independent Third Party(ies)” | any entity or person who is not a connected person of the |
| Company or an associate of such person within the meaning | |
| ascribed to it by the Listing Rules | |
| “Leased Assets” | automobiles of the Lessee |
| “Lease Period” | periods of 7 months, 20 months and 34 months for the 6th |
| December Finance Lease Agreement, the 7th December | |
| Finance Lease Agreement and the 8th December Finance Lease | |
| Agreement, respectively, and which are expected to commence | |
| from the Payment Date | |
| “Lessee” | Shanghai Yixin |
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| “Lessor” or “CDB Financial | China Development Bank Financial Leasing Co., Ltd.(國銀金融 |
|---|---|
| Leasing” | 租賃股份有限公司), a company established in the PRC in 1984 |
| and converted into a joint stock limited company on September | |
| 28, 2015, the H shares of which are listed on the Stock Exchange | |
| (Stock Code: 1606) | |
| “Listing Rules” | the Rules Governing the Listing of Securities on The Stock |
| Exchange of Hong Kong Limited, as amended, supplemented or | |
| otherwise modified from time to time | |
| “Main Board” | the stock exchange (excluding the option market) operated by |
| the Stock Exchange which is independent from and operates in | |
| parallel with the GEM of the Stock Exchange | |
| “Payment Date” | the date of payment of the aggregate consideration of |
| approximately RMB91,172,340.43 by the Lessor to the Lessee | |
| pursuant to the Subsequent December Finance Lease Agreements | |
| “percentage ratios” | has the meaning ascribed to it by the Listing Rules |
| “Previous December | collectively, the 1st December Finance Lease Transaction |
| Finance Lease | Documents, the 2nd December Finance Lease Transaction |
| Transaction Documents” | Documents, the 3rd December Finance Lease Transaction |
| Documents, the 4th December Finance Lease Transaction | |
| Documents and the 5th December Finance Lease Transaction | |
| Documents | |
| “Previously Disclosed | the August Finance Lease Transaction Documents, the September |
| Finance Lease | Finance Lease Transaction Documents, the October Finance Lease |
| Transaction Documents” | Transaction Documents and the Cooperation Agreement |
| “RMB” | Renminbi, the lawful currency of China |
| “Shanghai Yixin” | Shanghai Yixin Financing Lease Co., Ltd* (上海易鑫融資租賃有 |
| 限公司), a company incorporated in the PRC with limited liability | |
| and an indirect wholly-owned subsidiary of the Company | |
| “Shares” | ordinary share(s) in the share capital of the Company with a par |
| value of US$0.0001 | |
| “Shareholder(s)” | holder(s) of Shares from time to time |
| “Subsequent December | collectively, the 6th December Finance Lease Agreement, the |
| Finance Lease Agreements” | 7th December Finance Lease Agreement and the 8th December |
| Finance Lease Agreement | |
| “Subsequent December | collectively, the 6th December Finance Lease Transaction |
| Finance Lease | Documents, the 7th December Finance Lease Transaction |
| Transaction Documents” | Documents and the 8th December Finance Lease Transaction |
| Documents |
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“Supplemental Cooperation the supplemental cooperation agreement dated December 9, Agreement” 2021 entered into between Shanghai Yixin, the Lessor, WeShare Technology and SZ Fusheng Asset Management “SZ Fusheng Asset Shenzhen Fusheng Asset Management Limited* (深圳市富盛資產 Management” 管理有限公司), a company established under the laws of the PRC “Stock Exchange” The Stock Exchange of Hong Kong Limited “subsidiary(ies)” has the meaning ascribed to it by the Listing Rules “WeShare Technology” WeShare (Shenzhen) Limited* (新分享科技服務(深圳)有限公 司), a company established under the laws of the PRC “%” per cent
- for identification purposes only
By Order of the Board Yixin Group Limited 易鑫集團有限公司 Andy Xuan Zhang Chairman
Hong Kong, December 28, 2021
As at the date of this announcement, the Directors are:
Executive Directors Mr. Andy Xuan Zhang and Mr. Dong Jiang Non-executive Directors Mr. Matthew Yun Ming Cheng, Mr. Jun Yang, Mr. Qin Miao and Ms. Amanda Chi Yan Chau Independent non-executive Directors Mr. Tin Fan Yuen, Mr. Chester Tun Ho Kwok and Ms. Lily Li Dong
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