China Vanke (2202.HK): Receives Loan of Up to RMB 519M from Major Shareholder Shenzhen Metro Group at 2.29% Interest

NewTimeSpace News: On July 21, China Vanke announced that it entered into a loan agreement with major shareholder Shenzhen Metro Group (holding approximately 27.18%) on July 21, under which Shenzhen Metro Group agreed to provide a loan of up to RMB 519 million at a floating rate of one-year LPR minus 71 basis points (applicable rate of 2.29% as of the announcement date), with a term of no later than 3 years from the first drawdown date and last available drawdown date of July 31, 2026; as of the announcement date, the Company has not yet drawn down any amounts. Loan proceeds will be used to repay principal and interest of bonds issued in the open market and other specified borrowings. The Group must pledge accounts receivable collections of RMB 519 million from controlling subsidiary Hainan Wanjun as security (pledge ratio of 100%). The transaction constitutes a connected transaction; when aggregated with the previous transaction (RMB 1.14 billion loan entered into on June 12, 2026), the applicable percentage ratios exceed 0.1% but are below 5%, subject to reporting and announcement requirements but exempt from circular, independent financial advice and independent shareholders' approval. Connected Directors Huang Liping and Lei Jiangsong abstained from voting.

NewTimeSpace News: China Vanke Co., Ltd. (stock code: 2202) announced on July 21 a connected transaction regarding financial assistance received from a major shareholder and the proposed provision of asset pledge.

On July 21, 2026 (after trading hours), the Company entered into a loan agreement with Shenzhen Metro Group, a major shareholder of the Company, pursuant to which Shenzhen Metro Group agreed to provide the Company with a loan with a total amount not exceeding RMB 519 million; the Group shall provide a pledge to Shenzhen Metro Group as beneficiary for the Company's debt performance under the loan agreement, with the pledged assets being accounts receivable collections of RMB 519 million enjoyed by the Group's controlling subsidiary (i.e., pledge ratio of 100%), as security under the loan agreement.

Key terms of the loan agreement: dated July 21, 2026; parties are the Company (as borrower) and Shenzhen Metro Group (as lender); maximum principal amount of RMB 519 million; loan term is repayment of principal and interest according to actual collection of accounts receivable by the Company and/or its subsidiaries, but in any event no later than the date falling 3 years from the first drawdown date, with the latest maturity date for each drawdown being the same as the latest maturity date for the first drawdown, and the last available drawdown date being July 31, 2026. As of the date of this announcement, the Company has not yet drawn down any amounts.

Interest and payment: subject to compliance with applicable laws and regulations, the floating interest rate for each drawdown shall be the one-year Loan Prime Rate minus 71 basis points (i.e., LPR-0.71%). As of the date of this announcement, the applicable interest rate is 2.29%, and if laws or regulatory policies adjust loan interest rates, the loan interest rate under the loan agreement shall be adjusted accordingly. Unless otherwise agreed in the loan agreement, interest shall be calculated daily from the actual drawdown date and settled quarterly. Upon maturity, remaining accrued interest shall be settled together with principal, intended to be funded by the Group's internal resources.

Loan proceeds will be used to repay principal and interest of bonds issued by the Company in the open market, and interest on other specified borrowings of the Company agreed by the lender. Repayment sources include but are not limited to accounts receivable and accounts receivable disposal income collections enjoyed by the Group's controlling subsidiary Hainan Wanjun, and other available funds of the borrower.

Conditions precedent: unless Shenzhen Metro Group agrees to advance funds first, any drawdown of the loan is subject to: the Group having provided corresponding security as required by Shenzhen Metro Group, with guarantee contracts signed and relevant security procedures completed; no default having occurred under the loan agreement or other agreements between the Company and Shenzhen Metro Group; proof materials of loan proceeds usage provided by the Company being consistent with the agreed usage under the loan agreement; borrowing and repayment arrangements under the loan contract having completed relevant resolution and announcement procedures according to laws, regulations and Listing Rules, with no objections from Shenzhen Stock Exchange and Hong Kong Stock Exchange; and the Company having provided all other information requested by Shenzhen Metro Group. As of the date of this announcement, the conditions precedent for drawing down the loan under the loan agreement have not been fully satisfied.

Asset pledge: the Group shall provide a pledge to Shenzhen Metro Group as beneficiary for the Company's debt performance under the loan agreement, with the pledged assets being accounts receivable of RMB 519 million enjoyed by the Group's controlling subsidiary Hainan Wanjun (i.e., pledge ratio of 100%), as security under the loan agreement to ensure the Company's repayment obligations. The preliminary collateral level is determined based on a 100% pledge ratio.

Board approval: the Company's 20th Board of Directors' 38th meeting approved the loan agreement and proposed asset pledge on July 20, 2026. Connected Directors Mr. Huang Liping and Mr. Lei Jiangsong abstained from voting on the board resolution for this matter.

Regarding the parties: Shenzhen Metro Group was established on July 31, 1998, and is a large state-owned enterprise directly managed by the Shenzhen State-owned Assets Supervision and Administration Commission, principally engaged in metro engineering construction, rail operation, property development, commercial operation, property management, and engineering survey and design. As of the date of this announcement, Shenzhen Metro Group is a major shareholder holding approximately 27.18% of the Company's total issued share capital, and therefore a connected person of the Company under Chapter 14A of the Listing Rules. Thus, the transaction constitutes a connected transaction. Under Rule 14A.81 of the Listing Rules, as the previous transaction was entered into with the same party within twelve months prior to the date of the transaction, the transaction must be aggregated with the previous transaction. As one or more applicable percentage ratios calculated under Rule 14.07 of the Listing Rules exceed 0.1% but are all below 5% (on both a standalone basis and aggregated with the previous transaction), the transaction is subject to reporting and announcement requirements under Chapter 14A of the Listing Rules, but is exempt from circular, independent financial advice and independent shareholders' approval requirements.

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