Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-35
Wafangdian Bearing Co. Ltd.Announcement on the Restructuring of Some Daily Operating
Debts Involving Related-party Transactions
The Company and all members of the BOD guarantee that the information disclosed is true accurate and
completed and that there are no false records misleading statements or material omissions.I. Overview of Debt Restructuring
1.Debt restructuring gains
In order to optimize the debt structure of the enterprise and improve the efficiency of
fund utilization Wafangdian Bearing Co. LTD. (hereinafter referred to as "the
Company") has carried out a clean-up work on the payables of the company's daily
operation nature in January-September 2025. During this period our company signed
the "Debt Restructuring Agreement" with 297 suppliers including Wafangdian Bearing
Group Co. Ltd. and its subsidiaries Dalian Jieneng Heavy Industry Co. LTD. etc.After friendly consultation these suppliers agreed to make concessions on the debts
owed by our company for daily operations. The above-mentioned business enabled the
Company to gain 12876532.94 yuan from debt restructuring among which the gain
from related debt restructuring was 1942333.19 yuan.
2. Losses from debt restructuring
Debt restructuring losses confirmed by both parties
Our company has signed the "Debt Restructuring Agreement" with five clients including
Wafangdian Bearing Group Wind Power Bearing Co. LTD.Through friendly
consultation our company has made concessions on the debts owed by these
customers for the daily operation nature of our company. The above-mentioned
business has caused a debt restructuring loss of 187748.86 yuan for our company.Among them the loss from the restructuring of related debts was 183522.82 yuan.
3. As five suppliers and five customers including Wafangdian Bearing Group Co. Ltd.
and Wafangdian Bearing Precision Forging Co. LTD. are the largest shareholder of
our company or its wholly-owned subsidiaries the transactions involving this part
constitute related-party transactions.
4. The proposal was reviewed and unanimously approved at the third meeting of the
tenth board of directors of the company. During the deliberation it involved When it
came to matters related to related-party transactions the related directors Zhang
Xinghai Chen Jiajun and Wang Jiyuan abstained from voting. The remaining directors
all voted in favor of the matter with no votes against or abstentions.
1Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-35
5. This motion does not need to be submitted to the company's shareholders' meeting
for review and approval nor does it constitute a major asset reorganization as defined
in the "Administrative Measures for Major Reorganization of Listed Companies".
6. All the debt restructurings in this round are of a daily business nature and there are
no significant legal obstacles for the implementation by all parties.II. Basic Information of the counterparty in Debt Restructuring
1. A total of 297 suppliers and 5 customers are involved in this debt restructuring. The
debt restructuring reached between the company and related parties and the debt
restructuring reached with third-party suppliers are independent and do not
precondition each other and do not constitute a package deal.
2. The counterparty to the debt restructuring has no other relationship with the
company and the company's top ten shareholders in terms of property rights business
assets creditor's rights and debts personnel etc. which may or has already caused
the company to tilt its interests towards it or its interests towards the company. The
company conducts all debt restructurings in accordance with the principles of fairness
impartiality and equal treatment.The basic information of the related parties is as follows:.Wafangdian Bearing Group Corp. Ltd.Legal representative: Meng Wei
Registered capital: 519869400 yuan
Registered address: No. 1 Section 1 North Gongji Street Wafangdian City Liaoning
Province
Type of enterprise: Limited Liability Company
Business term: From December 22 1995 to December 22 2045
Unified social credit code: 91210200242386663D
Business scope: Import and export of goods import and export of technologies (for
projects subject to approval according to law business activities can only be carried
out after approval by relevant departments the specific business projects shall be
subject to the approval results) General projects: Manufacturing of bearings gears and
transmission parts sales of bearings gears and transmission parts manufacturing of
metal tools sales of metal tools manufacturing of special equipment (excluding
licensed professional equipment manufacturing) research and development of
machinery and equipment sales of machinery and equipment manufacturing of
non-metallic mineral products sales of non-metallic minerals and products ferrous
metal casting non-ferrous metal casting automotive parts and accessories
2Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-35
manufacturing Auto parts retail auto parts wholesale railway rolling stock parts
manufacturing railway rolling stock parts sales industrial design services general
equipment repair technical service technical development technical consultation
technical exchange technology transfer technology promotion metal materials sales
housing leasing non-residential real estate leasing machinery and equipment leasing
Latest audited financial position (2024) : The total assets were 8734.73 million yuan
the net assets were 1163.51 million yuan the operating income was 4024.90 million
yuan and the net profit was -266.12 million yuan (as audited).The above related parties are not the dishonest persons subjected to execution.III. Main Contents of the Debt Restructuring Plan and Debt Restructuring
Agreement
1.Debt formation situation
After calculation by the company with 297 suppliers the total amount of various
payments for goods and project funds that the company should pay to the
above-mentioned suppliers amounts to 287815048.49 yuan.After the company's calculation with 5 customers the bearing payment receivable from
the above-mentioned customers of our company is 5887622.05 yuan.
2. The main contents of the debt restructuring plan
After communication and negotiation with the creditors in accordance with the "Debt
Restructuring Agreements" signed by our company with 297 suppliers respectively
based on the principle of mutual benefit and cooperation the creditors agreed to waive
the creditor's rights for part of the payment. The remaining payment would be paid to
the creditors by the company in the form of commercial papers and bank deposits.After the creditors received the payment the creditor's rights and debts involving the
contract details between the two parties would be settled. There are no other economic
disputes.From January to September 2025 the company completed debt restructuring with
suppliers for 287815048.49 yuan actually paid 274938515.55 yuan for goods and
realized debt restructuring gains of 12876532.94 yuan among which the gains from
related debt restructuring were1942333.19 yuan.After communication and negotiation between the debtor and our company in
accordance with the "Debt Restructuring Agreement" signed by our company with 5
customers based on the principle of mutual benefit and cooperation our company
agrees to waive the creditor's rights of part of the bearing payment.From January to September 2025 the company completed debt restructuring with
customers for 5887622.05 yuan actually received payment for goods for
5699873.19 yuan and suffered a debt restructuring loss of 187748.86 yuan among
3Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-35
which the loss from related debt restructuring was 183522.82 yuan.
3. There is no situation where non-cash assets are used to settle debts in this debt
restructuring.IV. Other arrangements for debt restructuring
This debt restructuring does not involve subsequent arrangements such as personnel
resettlement land leasing related-party transactions or competition in the same
industry.V. Reasons Purposes of Debt Restructuring and Its Impact on the Company
The main reason for debt restructuring is that due to the influence of the overall market
environment the enterprise's funds are relatively tight in the short term. In order to
relieve the financial pressure and accelerate the recovery of funds it has reached an
agreement with suppliers and customers. When making payments to suppliers a
certain proportion of the discount will be charged and when recovering the payments
from customers a certain proportion of the discount will be given. The determination of
the relevant discount rate is reached through consultation by both parties within the
range that their operations can afford.The subsequent payment arrangements of the company are first based on the
outstanding debts of suppliers by the settlement period and second in accordance
with the actual recovery of funds of the company in the current period. The funds
mainly consist of the recovered funds from the enterprise's external sales of bearing
products. It is a normal fund payment business and does not affect the company's daily
operation.By carrying out debt restructuring the company further sorts out the creditor-debtor
relationship of the company alleviates the financial pressure reduces the debt burden
of the company optimizes the debt structure improves the financial situation of the
company and is conducive to promoting the operation and development of the
company.
4Stock abbreviation: Wazhou B Stock code: 200706 No.: 2025-35
According to relevant regulations such as the Enterprise Accounting Standards the net
gain of 12688784.08 yuan from this debt restructuring will be included in the
investment income.VI. Explanation of Special Opinions
(1) Opinions of the Special Meeting of Independent Directors
After review we believe that by carrying out debt restructuring the company can
further sort out its creditor-debtor relationship optimize its debt structure and improve
its financial situation. This is conducive to promoting the company's business
development and will not have a significant adverse impact on the company's financial
and business conditions. There is no behavior that harms the interests of the company
and its minority shareholders and it is in line with the overall interests of the company.All independent directors agree to this matter and agree to submit the
above-mentioned proposal to the company's board of directors for deliberation. When
the board of directors votes on the motion the related directors shall recuse
themselves in accordance with the regulations.VII.Documents for reference
1. Resolution of the Third Meeting of the 10th Board of Directors of Wafangdian
Bearing Co. LTD.
2. Resolution of the Second special Meeting of Independent Directors in 2025
3. Overview Table of Related Party Transactions of Listed Companies.
4. Other documents required by the Shenzhen Stock Exchange.
Hereby notify
Board of directors of
Wafangdian bearing Company limited
October 272025
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